Legislature(2005 - 2006)SENATE FINANCE 532

08/03/2006 09:00 AM Senate SPECIAL COMMITTEE ON NATURAL GAS DEV


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09:34:36 AM Start
09:35:38 AM SB3002
09:42:51 AM Amendment 5a
09:52:37 AM Amendment 8
09:57:44 AM Amendment 7
10:00:31 AM Amendment 1 to Amendment 7
10:13:41 AM Amendment 6
10:28:22 AM Alaska Gasline Port Authority Presentation
10:33:21 AM Jim Whitaker, Alaska Gasline Port Authority
10:49:30 AM Bill Walker, Alaska Gasline Port Authority
11:05:40 AM Radoslav Shipkoff, Greengate Llc
02:14:21 PM Governor Walter Hickel
07:15:49 PM SB3002
07:20:04 PM David Van Tuyl, Bp
07:40:40 PM Mark Nelson, Exxonmobil
07:44:14 PM Wendy King, Conocophillips
08:27:44 PM Jim Clark and Joseph Donohue
08:40:09 PM Amendment 9
09:03:07 PM Amendment 10
09:28:47 PM Dan Dickinson
10:05:03 PM Adjourn
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
+= SB3002 STRANDED GAS AMENDMENTS TELECONFERENCED
Failed To Move Out Of Committee
AK Gasline Port Authority Presentation
                SB 3002-STRANDED GAS AMENDMENTS                                                                             
                                                                                                                                
9:35:38 AM                                                                                                                    
CHAIR SEEKINS  announced SB 3002  to be up for  consideration. He                                                               
said  that  he would  like  to  correct  Amendment 5,  which  was                                                               
adopted  08/01/2006,   and  asked   if  the  members   had  other                                                               
amendments to offer.                                                                                                            
                                                                                                                                
9:36:22 AM                                                                                                                    
SENATOR  BEN STEVENS  said  that he  had a  new  amendment and  a                                                               
revised Amendment 2.                                                                                                            
                                                                                                                                
The committee  took an at-ease from  9:36:46 AM to 9:40:48  AM to                                                           
copy and distribute the amendments.                                                                                             
                                                                                                                                
CHAIR  SEEKINS  reminded  the  committee  that  Amendment  5  was                                                               
amended to add two subparagraphs,  one referenced traversing land                                                               
beneath navigable  waters, and the  other entering Canada  at any                                                               
point north of 64 degrees.                                                                                                      
                                                                                                                                
He moved to rescind the  committee's action of 8/1/06 in adopting                                                               
Amendment  5 as  amended. There  being  no objection,  it was  so                                                               
ordered.                                                                                                                        
                                                                                                                                
CHAIR SEEKINS offered Amendment 5A, which read:                                                                                 
                                                                                                                                
                         ^AMENDMENT 5A                                                                                      
                                                                                                                                
     Sec. 43.82.100. Qualified project.                                                                                       
                                                                                                                              
     Based on information available to the commissioner,                                                                        
     the commissioner may determine that a proposal for new                                                                     
     investment is a qualified project under this chapter                                                                       
     if the project                                                                                                             
     (1) principally involves                                                                                                   
     (A) the transportation of natural gas by pipeline to                                                                       
     one or more markets, together with any associated                                                                          
     processing or treatment;                                                                                                   
     (B) the export of liquefied natural gas from the state                                                                     
     to one or more other states or countries; or                                                                               
     (C) any other technology that commercializes the                                                                           
     shipment of natural gas within the state or from the                                                                       
     state to one or more other states or countries;                                                                            
     (2) would produce at least 500,000,000,000 cubic feet                                                                      
     of stranded gas within 20 years from the commencement                                                                      
     of commercial operations; [AND]                                                                                            
     (3) is capable, subject to applicable commercial                                                                           
     regulation and technical and economic considerations,                                                                      
     of making gas available to meet the reasonably                                                                             
     foreseeable demand in this state for gas within the                                                                        
     economic proximity of the project; and                                                                                 
     (4) no project may be considered a qualified project                                                                   
     under this chapter if the pipeline to transport                                                                        
     natural gas from land within the Prudhoe Bay oil and                                                                   
     gas lease area follows a route that:                                                                                   
          (1) traverses land beneath navigable waters (as                                                                     
          defined in section 2 of the Submerged Lands Act                                                                     
          (43 U.S.C. 1301)) beneath, or adjacent shoreline                                                                    
          of, the Beaufort Sea; or                                                                                            
          (2) enters Canada at any point north of 64                                                                          
          degrees north latitude; and                                                                                         
                                                                                                                                
There being no objection to adopting Amendment 5A, it was so                                                                    
ordered.                                                                                                                        
                                                                                                                                
The committee took an at-ease from 9:42:51 AM to 9:49:35 AM.                                                                
                                                                                                                                
CHAIR SEEKINS announced that Senators Donny Olson, Lyda Green                                                                   
and Albert Kookesh had joined the meeting.                                                                                      
                                                                                                                                
9:50:58 AM                                                                                                                    
SENATOR  BEN  STEVENS  offered   Amendment  8  and  objected  for                                                               
discussion purposes:                                                                                                            
                                                                                                                                
                          ^AMENDMENT 8                                                                                      
                                                                                                                                
     Delete "30"                                                                                                                
     Insert "60"                                                                                                                
                                                                                                                                
     In the following section:                                                                                                  
                                                                                                                                
          Sec. 43.82.430. Final findings, determination,                                                                        
     and proposed amendments; execution of the contract.                                                                        
     (a) within [30] 60 days after the close of the public                                                                  
     comment period under AS 43.82.410(4), the commissioner                                                                     
     of Revenue shall                                                                                                           
                                                                                                                                
He explained  that it is  an extension of  the amount of  time in                                                               
the Alaska  Stranded Gas  Development Act (ASGDA)  from 30  to 60                                                               
days for the  commissioner to assemble the  final fiscal interest                                                               
finding and determination.                                                                                                      
                                                                                                                                
SENATOR  BEN STEVENS  removed his  objection and  moved to  adopt                                                               
Amendment number 8.                                                                                                             
                                                                                                                                
9:52:37 AM                                                                                                                    
SENATOR WAGONER  said he has  no objection to the  amendment, but                                                               
is  not ready  to vote  on the  Stranded Gas  Act as  amended. He                                                               
wondered if it might behoove  the committee to handle this matter                                                               
differently.                                                                                                                    
                                                                                                                                
SENATOR DYSON  asked whether Senator Wagoner  was suggesting that                                                               
Amendment 8 become a separate bill.                                                                                             
                                                                                                                                
SENATOR  WAGONER   pointed  out   that  would  ensure   that  the                                                               
commissioner is allowed the additional 30 days.                                                                                 
                                                                                                                                
9:53:51 AM                                                                                                                    
CHAIR SEEKINS said that might  be a point for further discussion;                                                               
but he wanted to vote on Amendment 8 to SB 3002 at this time.                                                                   
                                                                                                                                
9:54:39 AM                                                                                                                    
CHAIR SEEKINS  asked if there  were any objections to  the motion                                                               
to adopt  Amendment 8 to SB  3002. There being no  objection, the                                                               
motion carried.                                                                                                                 
                                                                                                                                
9:54:50 AM                                                                                                                    
SENATOR BEN STEVENS moved to adopt Amendment 7, and objected for                                                                
discussion purposes:                                                                                                            
                                                                                                                                
                          ^AMENDMENT 7                                                                                      
                                                                                                                                
     Page 7, lines 3-12                                                                                                         
          Delete all material and insert the following new                                                                      
     material in its place:                                                                                                     
                                                                                                                                
     Sec. 12. AS 43.82.270 is amended to read:                                                                                
          Sec. 43.82.270. Project plans and work                                                                              
     commitments. A contract under AS 43.82.020 must                                                                          
     include provisions for implementation of the qualified                                                                 
     project plan approved under AS 43.82.140, as may be                                                                    
     modified as a result of the development of a contract                                                                  
     under this chapter, and provisions for updating the                                                                    
     plan at reasonable intervals until the commencement of                                                                     
     commercial operations of the approved qualified                                                                            
     project. The commissioner of revenue, in consultation                                                                      
     with the commissioner of natural resources, may, as a                                                                      
     term in a contract under AS 43.82.020, include work                                                                        
     commitments or other obligations in the contract to be                                                                     
     accomplished before the commencement of commercial                                                                         
     operations of the approved qualified project. A                                                                        
     minimum project expenditure commitment shall be                                                                        
     included in a contract under AS 43.82.020 that meets                                                                   
     the requirements set out in (b)-(d) of this section.                                                                   
     Sec. 13. AS 43.82.270 is amended by adding new                                                                           
     subsections to read:                                                                                                       
     (b) The sponsors of the Alaska Highway Natural Gas                                                                         
     Pipeline Project shall incur a minimum of                                                                                  
     $1,500,000,000 in project expenditures beginning with                                                                      
     the date the contract is fully executed by the parties                                                                     
     and continuing until December 31, 2010. The project                                                                        
     expenditures required by this subsection must be                                                                           
     necessary to finance the planning and permitting phase                                                                     
     of the project leading up to the decision on full                                                                          
     project funding. The sponsors shall allocate and incur                                                                     
     expenditures regularly throughout the period covered                                                                       
     by the minimum expenditure commitment. If the                                                                              
     commissioner of natural resources determines that a                                                                        
     sponsor breached minimum expenditure commitment                                                                            
     imposed by the contract, the unexpended balance of the                                                                     
     expenditure obligation attributed to that sponsor                                                                          
     shall be paid to the state treasury.                                                                                       
     (c) The sponsors shall establish an escrow account,                                                                        
     letter of credit, or other form of financial security                                                                      
     satisfactory to the commissioner of revenue to cover                                                                       
     the minimum project expenditure commitments imposed in                                                                     
     (b) of this section.                                                                                                       
     (d) The sponsors shall provide the commissioner of                                                                         
     natural resources with an expenditure report at the                                                                        
     end of each month containing enough information to                                                                         
     permit an audit of compliance with the expenditure                                                                         
     commitments imposed in (b) of this section.                                                                                
                                                                                                                                
     Renumber remaining sections.                                                                                               
                                                                                                                                
He explained  that the  intent of this  amendment is  embodied in                                                               
Section 13,  subsection (b), which requires  that, upon execution                                                               
of a  contract between the  sponsor group  and the state,  a $1.5                                                               
billion account shall  be funded to cover  all preliminary front-                                                               
end engineering  design work and  permitting costs.  That account                                                               
shall stay in existence for  approximately 40 months from time of                                                               
execution, until  12/31/2010. At  that time,  if the  project has                                                               
not  moved   to  full  project   funding  and   the  commissioner                                                               
determines that there  is a breach in the process  to that point,                                                               
the balance of the account shall revert to the state treasury.                                                                  
                                                                                                                                
9:57:44 AM                                                                                                                    
SENATOR DYSON  said he wanted  to hear from the  producers and/or                                                               
the  state's consultants  on the  issue before  voting on  it. He                                                               
also  wanted to  set  forth some  performance  deadlines such  as                                                               
dates  for filing  the Environmental  Impact Statement  (EIS) and                                                               
for an open season.                                                                                                             
                                                                                                                                
9:58:52 AM                                                                                                                    
SENATOR ELTON asked  Senator Stevens if the  sponsors would apply                                                               
to  the  commissioner  for reimbursement  of  expenses  from  the                                                               
escrow account that Amendment 7 creates.                                                                                        
                                                                                                                                
SENATOR  BEN  STEVENS  said  that  is  correct.    All  front-end                                                               
engineering and  design work would  be credited to  that account.                                                               
The commissioner  and the parties  to the contract would  have to                                                               
approve those  expenditures to  ensure that  they fall  under the                                                               
contract before funds would be disbursed.                                                                                       
                                                                                                                                
He added  that the State has  already set aside $300  million for                                                               
that  purpose in  the Alaska  Housing Finance  Corporation (AHFC)                                                               
account.                                                                                                                        
                                                                                                                                
CHAIR  SEEKINS likened  it to  an earnest  money account  that is                                                               
drawn down for project expenditures.                                                                                            
                                                                                                                                
SENATOR BEN STEVENS agreed.                                                                                                     
                                                                                                                                
^Amendment 1 to Amendment 7                                                                                                     
10:00:31 AM                                                                                                                   
SENATOR WILKEN  offered Amendment 1  to Amendment 7.  He proposed                                                               
that language be  inserted in Section 13, line 9,  after the word                                                               
"resources",  so that  line would  read "commissioner  of natural                                                               
resources, with the concurrence of the commissioner of revenue".                                                            
                                                                                                                                
He  objected for  discussion purposes,  and explained  that these                                                               
would  be   weighty  decisions  that  should   be  shared  across                                                               
agencies.                                                                                                                       
                                                                                                                                
SENATOR BEN STEVENS said he had no objection to that.                                                                           
                                                                                                                                
CHAIR  SEEKINS asked  for further  objections to  Amendment 1  to                                                               
Amendment 7.                                                                                                                    
                                                                                                                                
10:01:40 AM                                                                                                                   
SENATOR GREEN inquired  about any impacts that  the committee may                                                               
not have considered.                                                                                                            
                                                                                                                                
CHAIR SEEKINS said he would ask.                                                                                                
                                                                                                                                
10:02:38 AM                                                                                                                   
SENATOR STEDMAN asked if it is  correct to infer from Section 13,                                                               
subsection (c)  that the account does  not have to be  funded; it                                                               
is sufficient that  the full faith and credit  of the corporation                                                               
be behind expenditures up to $1.5 billion.                                                                                      
                                                                                                                                
SENATOR BEN STEVENS  answered that he is correct;  a cash deposit                                                               
is not  required.  Each  party would have to  put up a  letter of                                                               
credit equal  to its participation,  and those letters  of credit                                                               
would be drawn upon as expenses  are incurred.  If a sponsor were                                                               
found in  breach of its  duty to execute, the  unexpended balance                                                               
of the obligation  attributed to that sponsor would  be called to                                                               
the state treasury.                                                                                                             
                                                                                                                                
CHAIR SEEKINS noted that it is not a drawdown account.                                                                          
                                                                                                                                
SENATOR BEN STEVENS agreed.                                                                                                     
                                                                                                                                
SENATOR STEDMAN  asked for  confirmation that  there would  be no                                                               
initial cash call of $1.5 billion on the participants.                                                                          
                                                                                                                                
SENATOR  BEN STEVENS  answered that  one could  view it  as "upon                                                               
execution" the parties agree to spend  $1.5 billion by the end of                                                               
2010.                                                                                                                           
                                                                                                                                
CHAIR SEEKINS  asked what happens  if the  money is not  spent by                                                               
December 31, 2010.                                                                                                              
                                                                                                                                
SENATOR BEN STEVENS  replied that the remaining  balance would be                                                               
paid to the state.                                                                                                              
                                                                                                                                
SENATOR  STEDMAN   prefaced  his   question  by  saying   that  a                                                               
considerable amount  of money has  already been spent.   He asked                                                               
how the "look back" would be dealt with.                                                                                        
                                                                                                                                
10:05:11 AM                                                                                                                   
SENATOR BEN STEVENS referred to  the first sentence of subsection                                                               
(b), which  reads, "The  sponsors of  the Alaska  Highway Natural                                                               
Gas Pipeline  Project shall incur a  minimum of  $1.5  billion in                                                               
project  expenditures beginning  with  the date  the contract  is                                                               
fully executed by  the parties and continuing  until December 31,                                                               
2010."                                                                                                                          
                                                                                                                                
10:05:24 AM                                                                                                                   
SENATOR  DYSON recommended  that the  committee delay  a vote  on                                                               
this amendment  for a  couple of hours,  until the  producers and                                                               
the administration's  consultants have had  some time to  look at                                                               
it.                                                                                                                             
                                                                                                                                
SENATOR BEN  STEVENS said he  knows the producers'  response will                                                               
be  "no";  every  substantive amendment  the  committee  has  put                                                               
forward to  the stranded gas act  has been met with  a resounding                                                               
"no". He  said that there should  be a commitment to  perform. If                                                               
the sponsors  want to drag their  feet, there is $1.5  billion on                                                               
the line.                                                                                                                       
                                                                                                                                
CHAIR SEEKINS  clarified that,  if the state  has a  $300 million                                                               
commitment,  the three  sponsors have  $1.2 billion  on the  line                                                               
between them.                                                                                                                   
                                                                                                                                
SENATOR BEN STEVENS said that's right.                                                                                          
                                                                                                                                
SENATOR  DYSON  said  that  he  was  impressed  by  some  of  the                                                               
producers' testimony yesterday and still  wants to hear from them                                                               
before voting.                                                                                                                  
                                                                                                                                
CHAIR  SEEKINS assured  him that  the committee  would hear  from                                                               
them.                                                                                                                           
                                                                                                                                
10:08:10 AM                                                                                                                   
SENATOR ELTON  said he would  also like  to hear from  Mr. Joseph                                                               
Donohue  whether, if  there were  an issue  about payments  under                                                               
this  amendment,   it  would  go   to  the   contractual  dispute                                                               
resolution process.                                                                                                             
                                                                                                                                
SENATOR STEDMAN  pointed out  that the state  has already  put up                                                               
its portion of $300 million.                                                                                                    
                                                                                                                                
10:09:44 AM                                                                                                                   
CHAIR SEEKINS welcomed former Governor Hickel.                                                                                  
                                                                                                                                
10:10:12 AM                                                                                                                   
CHAIR SEEKINS moved to table Amendment 7.                                                                                       
                                                                                                                                
SENATOR BEN STEVENS objected.                                                                                                   
                                                                                                                                
CHAIR SEEKINS announced Amendment 7 would be set aside.                                                                         
                                                                                                                                
10:10:33 AM                                                                                                                   
SENATOR BEN  STEVENS moved to  withdraw Amendment 2  and re-offer                                                               
it in  a new form  as Amendment 6.  There being no  objection, it                                                               
was so ordered.                                                                                                                 
                                                                                                                                
10:10:53 AM                                                                                                                   
SENATOR BEN STEVENS  moved to adopt Amendment 6  and objected for                                                               
discussion purposes.                                                                                                            
                                                                                                                                
                          ^AMENDMENT 6                                                                                      
                                                                                                                                
     Page 1, line 3, following "terms;":                                                                                      
      Insert "providing for an advisory vote,treatment of                                                                     
     certain laws, and approval and ratification regarding                                                                    
     a stranded gas fiscal contract;"                                                                                         
                                                                                                                                
     Page 8, following line 8:                                                                                                  
          Insert new bill sections to read:                                                                                     
     "*Sec. 14. AS 43.82.430(b) is amended to read:                                                                           
         (b)After considering the material described in                                                                       
       (a) of this section and securing the agreement of                                                                        
        the other parties to the proposed contract regarding                                                                    
       any proposed amendments prepared under (a) of this                                                                       
        section, if the commissioner determines that the                                                                        
        contract is in the long-term fiscal interests of the                                                                    
       state, the commissioner may execute [SHALL SUBMIT]                                                                   
        the contract [TO THE GOVERNOR].                                                                                         
     Sec. 15. AS 43.82.430(c) is amended to read:                                                                             
         (c) The commissioner's final findings and                                                                            
        determination under (a) of this section and decision                                                                
      regarding whether to execute the contract under (b)                                                                   
        of this section are final agency decisions under                                                                    
        this chapter.                                                                                                           
     Sec. 16. AS 43.82.440 is amended to read:                                                                                
       Sec. 43.82.330. Judicial review. An [A PERSON MAY                                                                    
     NOT BRING AN] action challenging the constitutionality                                                                     
     of a law authorizing a contract developed under this                                                                   
     chapter [ENACTED UNDER AS 43.82.435] or the                                                                            
     enforceability of a contract executed under a process                                                                  
     authorized by [A] law may not be brought [AUTHORIZING                                                              
     A CONTRACT ENACTED UNDER AS 43.82.435] unless the                                                                          
     action is commenced within 120 days after the date                                                                         
     that the contract was executed by the state and the                                                                        
     other parties to the contract."                                                                                            
                                                                                                                                
     Renumber the following bill sections accordingly.                                                                          
                                                                                                                                
     Page 11, line 30:                                                                                                          
        Delete all material and insert the following:                                                                           
          "*Sec.23. (a) AS 43.82.435 is repealed.                                                                             
                    (b) AS 43.82.445 is repealed. "                                                                             
                                                                                                                                
     Page 11, following line 30:                                                                                                
        Insert new bill sections to read:                                                                                       
     "*Sec. 24. The uncodified law of the State of                                                                            
     Alaska is amended by adding a new section to                                                                               
     read:                                                                                                                      
          APPROVAL AND RATIFICATION. Notwithstanding                                                                            
     AS 43.82.435, repealed by sec.23(a) of this Act,                                                                           
     the provisions of the Alaska Stranded Gas Fiscal                                                                           
     Contract between the State of Alaska and BP                                                                                
     Exploration (Alaska) Incorporated, ConocoPhillips                                                                          
     Alaska, Incorporated, and ExxonMobil Alaska                                                                                
     Production, Incorporated, as amended to conform                                                                            
     to the provisions of the Act, are approved, and                                                                            
     the process and procedures followed in                                                                                     
     formulating that contract are ratified.                                                                                    
     *Sec. 25. The uncodified law of the State of                                                                             
     Alaska is amended by adding a new section to                                                                               
     read:                                                                                                                      
          SUSPENSION OF OTHER LAW. The provisions of                                                                            
     the Alaska Stranded Gas Fiscal Contract between                                                                            
     the State of Alaska and BP Exploration (Alaska)                                                                            
     Incorporated, ConocoPhillips Alaska,                                                                                       
     Incorporated, and ExxonMobil Alaska Production,                                                                            
     Incorporated, as amended to conform with the                                                                               
     provisions of the Act, are effective                                                                                       
     notwithstanding the provisions of any other law,                                                                           
     including AS 43.82.200-43.82.270. Any                                                                                      
     inconsistency between the Alaska Stranded Gas                                                                              
     Development Act (AS 43.82) and the fiscal                                                                                  
     contract executed under AS 43.82 are cured and                                                                             
     authorized by this section.                                                                                                
     *Sec. 26. The uncodified law of the State of                                                                             
     Alaska is amended by adding a new section to                                                                               
     read:                                                                                                                      
          ADVISORY VOTE. At the 2006 general election                                                                           
     to be held on November 7, 2006, in substantial                                                                             
     compliance with the election laws of the state,                                                                            
     the lieutenant governor shall place before the                                                                             
     qualified voters of the state a question advisory                                                                          
     to the governor and the commissioner of revenue.                                                                           
     Notwithstanding other laws relating to                                                                                     
     preparation of the ballot proposition, the                                                                                 
     question shall appear on the ballot in the                                                                                 
     following form:                                                                                                            
                          QUESTION                                                                                              
     Shall the commissioner of revenue sign and make                                                                            
     binding upon the State of Alaska the Alaska                                                                                
     Stranded Gas Fiscal Contract between the State of                                                                          
     Alaska and BP Exploration(Alaska) Incorporated,                                                                            
     ConocoPhillips Alaska, Incorporated, and                                                                                   
     ExxonMobil Alaska Production, Incorporated?                                                                                
                 Yes [ ]             No [ ]"                                                                                    
                                                                                                                                
     Renumber the following bill sections accordingly.                                                                          
                                                                                                                                
     Page 12, line 7:                                                                                                           
          Delete "Sections 2-14 and 17-20"                                                                                      
          Insert "Sections 2-13, 17, 20-22, and 23(b)"                                                                          
                                                                                                                                
     Page 12, following line 9:                                                                                                 
          Insert new bill sections to read:                                                                                     
     "*Sec. 29. CONDITIONAL EFFECT. Sections 14-16,                                                                           
     23(a), and 24 of this Act take effect only if a                                                                            
     majority of the votes cast in the 2006 general                                                                             
     election on the ballot proposition in sec. 26 of                                                                           
     the Act favor execution by the commissioner of                                                                             
     revenue and binding effect on the State of Alaska                                                                          
     of the Stranded Gas Fiscal Contract between the                                                                            
     State of Alaska and BP Exploration (Alaska)                                                                                
     Incorporated, ConocoPhillips Alaska,                                                                                       
     Incorporated, and ExxonMobil Alaska Production,                                                                            
     Incorporated.                                                                                                              
     *Sec. 30. If secs. 14-16, 23(a), and 24 of this                                                                        
     Act take effect under sec. 29 of this Act, they                                                                            
     take effect on the date that the director of                                                                               
     elections certifies the results of the 2006                                                                                
     general election."                                                                                                         
                                                                                                                              
     Page 12, line 10:                                                                                                          
          Delete "This"                                                                                                         
          Insert "Except as provided in sec. 30 of the                                                                          
          Act, this"                                                                                                            
                                                                                                                                
10:13:41 AM                                                                                                                   
SENATOR  BEN   STEVENS  explained  that  Amendment   2  had  some                                                               
complexities that  were based upon  the original  bill, regarding                                                               
when certain  sections would become  effective. When the  CS came                                                               
out, there were inconsistencies between  the amendment and the CS                                                               
that caused  errors. The  memo circulated  by Senators  Olson and                                                               
French is  based upon one  of those  major errors, which  is when                                                               
section 24 would be enacted.                                                                                                    
                                                                                                                                
He said that  Amendment 6 corrects those  inconsistencies. Page 1                                                               
of  Amendment 6  includes the  purpose  of the  amendment in  the                                                               
title.  Section  14  changes  the   process  for  submitting  the                                                               
contract  to   say  that,  "the  commissioner   may  execute  the                                                           
contract." Section  15 has to  do with making that  execution the                                                               
final agency finding.  Section 16 re-states that  the contract is                                                               
developed under this chapter.                                                                                                   
                                                                                                                                
SENATOR BEN STEVENS continued to page  2 of the amendment. Line 7                                                               
inserts a new  provision 23 (a) that repeals  the requirement for                                                               
legislative  authorization  and is  tied  to  the effective  date                                                               
under Section  29. That is, if  a vote of the  people is ratified                                                               
to favor  execution of the  fiscal contract, the  requirement for                                                               
legislative authorization is repealed.                                                                                          
                                                                                                                                
He said  that Section  24 has raised  concern, and  stressed that                                                               
approval and  ratification of the  provisions of the  contract is                                                               
not intended to authorize execution.  Section 24 is not effective                                                               
until the conditional  effect of the requirement  for the general                                                               
vote.  Section  25 is  the  enabling  legislation that  says  any                                                               
inconsistencies  between the  SGDA  and the  fiscal contract  are                                                               
cured by this section, under  the assumption that the contract is                                                               
accepted  by  a  majority  of  the  general  public  and  becomes                                                               
executable by the commissioner. Section  26 establishes a vote of                                                               
the general public to execute.                                                                                                  
                                                                                                                                
10:16:08 AM                                                                                                                   
SENATOR  BEN STEVENS  pointed out  that  Section 29  is the  most                                                               
important  because  it  provides  the  conditional  effect  that,                                                               
"Sections 14-16, 23 (a) and 24 of  this Act take effect only if a                                                               
majority of  the votes cast in  the 2006 general election  on the                                                               
ballot proposition in  Section 26 of this Act  favor execution by                                                               
the commissioner of revenue".                                                                                                   
                                                                                                                                
He re-emphasized  that, if the  vote is  taken to the  people and                                                               
the   people  ratify   it,  legislative   authorization  is   not                                                               
necessary.                                                                                                                      
                                                                                                                                
10:17:13 AM                                                                                                                   
SENATOR BEN STEVENS  announced that he wished  to set Amendment 6                                                               
aside and  bring it up later.   There being no  objection, it was                                                               
so ordered.                                                                                                                     
                                                                                                                                
CHAIR SEEKINS  suspended the hearing  on SB 3002 until  after the                                                               
Alaska Gasline Port Authority presentation.                                                                                     
                SB 3002-STRANDED GAS AMENDMENTS                                                                             
                                                                                                                                
7:15:49 PM                                                                                                                    
CHAIR SEEKINS returned attention to  SB 3002. He informed members                                                               
that  drafting   was  proofreading   a  new   proposed  committee                                                               
substitute (CS).                                                                                                                
                                                                                                                                
7:16:13 PM                                                                                                                    
CHAIR SEEKINS said he would  open with Amendment 7 (already moved                                                               
and set  aside), having  to do with  the $1.5  billion good-faith                                                               
account.                                                                                                                        
                                                                                                                                
7:17:22 PM                                                                                                                    
^David Van Tuyl, BP                                                                                                             
DAVID VAN  TUYL, Commercial Manager,  Alaska Gas Group,  BP, said                                                               
that BP does not support this  amendment. It believes it may have                                                               
unintended  consequences  that  will  be  bad  for  the  project,                                                               
including higher  costs. He estimates  the total cost  to project                                                               
sanction  would   approach  $1  billion,  but   fears  that  this                                                               
amendment wipes  out any incentive  to work efficiently.  Even if                                                               
the producers perform well and  deliver, they could still have to                                                               
write a check  to the state. It increases costs  at the front end                                                               
of the  project when  it especially  hurts project  economics. BP                                                               
fears   it  will   result  in   schedule-driven  behaviors   that                                                               
historically result in cost overruns and failed projects.                                                                       
                                                                                                                                
7:20:04 PM                                                                                                                    
He  also  thinks  the  amendment   raises  a  number  of  awkward                                                               
questions and concerns regarding  the project.  Specifically, the                                                               
state might  be conflicted  out of  voting in  project management                                                               
decisions. It raises the question,  "What is a sponsor?" The term                                                               
is not defined in  the act, nor does it say  whether the state is                                                               
considered one. In addition, it  creates difficulties for project                                                               
economics.  The  language does  not  provide  a specific  amount,                                                               
saying only  that the  commissioner can  set it  at a  minimum of                                                               
$1.5 billion. There  is no detail of what is  included in project                                                               
expenditures or how they will be audited.                                                                                       
                                                                                                                                
BP  is committed  to  diligently advance  this  project, and  the                                                               
contract  currently drafted  does that.  It is  evaluating public                                                               
comments in  an effort to constructively  address valid concerns;                                                               
but  the producers  negotiated a  balanced contract  and, if  the                                                               
costs  and risks  increase,  the  contract will  have  to be  re-                                                               
balanced in order to go forward.                                                                                                
                                                                                                                                
7:22:20 PM                                                                                                                    
SENATOR DYSON asked  for clarification of the  term "full project                                                               
funding"  from  Sec.  13(b)  that  reads:  "Project  expenditures                                                               
required  by this  subsection must  be necessary  to finance  the                                                               
planning or  permitting phase  of the project  leading up  to the                                                               
decision on full project funding."                                                                                              
                                                                                                                                
MR. VAN TUYL replied that is a  good question, and said he is not                                                               
sure the term is defined in the  act.  He thinks it means project                                                               
sanction, which is when the  companies commit the funds necessary                                                               
to fund the project; but he isn't sure.                                                                                         
                                                                                                                                
SENATOR DYSON said  he thinks that is what  the sponsor intended,                                                               
and asked what  the producers have to accomplish in  order to get                                                               
to that point in the process.                                                                                                   
                                                                                                                                
MR.  VAN TUYL  answered that  they have  to complete  all of  the                                                               
preliminary   engineering   and   the   environmental   fieldwork                                                               
necessary to prepare  a FERC application; hold  a successful open                                                               
season;  and  submit the  project  application  to FERC  and  the                                                               
National  Energy   Board  (NEB)   in  Canada.   Those  regulatory                                                               
processes have to  run their course and the  producers would have                                                               
to receive a  "Record of Decision" from the FERC  and a "Leave to                                                               
Construct"  from the  NEB, either  conditional or  unconditional.                                                               
Once those are  received, the companies will  decide whether they                                                               
are acceptable, then they would commit funds.                                                                                   
                                                                                                                                
SENATOR DYSON asked if all  of those things could be accomplished                                                               
in four years.                                                                                                                  
                                                                                                                                
MR. VAN TUYL answered yes,  but reminded Senator Dyson that there                                                               
are processes  in that time  frame over which the  producers have                                                               
no control.                                                                                                                     
                                                                                                                                
7:25:45 PM                                                                                                                    
SENATOR DYSON asked  if the timeframe is realistic.  He said that                                                               
he  does  not  believe  the  sponsor of  the  bill  intended  the                                                               
producers  to spend  more  money; the  intention  was that  money                                                               
spent during  this phase would  be provided for by  this account.                                                               
He also pointed  out that the account doesn't have  to be funded;                                                               
they only have  to provide a letter of credit.  So, although this                                                               
is a  hassle, it does  not take any  money out of  the producers'                                                               
pockets. He asked  if $1.5 billion is an  unreasonable number for                                                               
all that has to be done to get to project sanction.                                                                             
                                                                                                                                
MR.  VAN TUYL  replied that  BP estimated  that costs  to get  to                                                               
sanction might  approach $1 billion,  but it hopes to  beat that.                                                               
He  said   his  concern  is   the  language  that  says   if  the                                                               
commissioner determines  that a sponsor has  breached the minimum                                                               
expenditure commitment,  the unexpended balance would  be paid to                                                               
the state  treasury. That seems  to mean that the  producers have                                                               
to spend  at least that  much by  December 31, 2010,  whether the                                                               
work could be completed for less or not.                                                                                        
                                                                                                                                
7:27:40 PM                                                                                                                    
SENATOR ELTON asked Mr. Van Tuyl  if, relative to a definition of                                                               
"sponsor", it would  be clearer to say the  "mainline LLC" rather                                                               
than "the sponsors of the Alaska highway natural gas project".                                                                  
                                                                                                                                
MR.  VAN TUYL  answered that  he  supposed it  would address  the                                                               
question  of who  has  the obligation  for  the expenditure.  The                                                               
specific expenditure amount in the amendment is still a concern.                                                                
                                                                                                                                
SENATOR  ELTON  asked  if  disputes   would  be  handled  by  the                                                               
commissioner of DNR  with the concurrence of  the commissioner of                                                               
DOR, or would go through an arbitration panel.                                                                                  
                                                                                                                                
MR. VAN TUYL said that is not clear.                                                                                            
                                                                                                                                
7:30:07 PM                                                                                                                    
CHAIR  SEEKINS  asked  Mr.  Van   Tuyl  to  restate  his  concern                                                               
regarding the use of the word "sponsor" in this amendment.                                                                      
                                                                                                                                
MR.  VAN TUYL  replied  that  he isn't  aware  that "sponsor"  is                                                               
specifically  defined in  the act,  although "sponsor  group" and                                                               
"member  of a  qualified  sponsor group"  are  used generally  to                                                               
refer to the producers.                                                                                                         
                                                                                                                                
CHAIR  SEEKINS said  that the  meaning of  "sponsor" or  "sponsor                                                               
group" is assumed, and  asked if Mr. Van Tuyl was  sure it is not                                                               
defined in the act.                                                                                                             
                                                                                                                                
MR. VAN TUYL  said he does not see it  in the definitions section                                                               
in the act.                                                                                                                     
                                                                                                                                
7:31:36 PM                                                                                                                    
CHAIR  SEEKINS said  it is  not in  definitions, but  there is  a                                                               
whole  section on  what it  takes to  be a  qualified sponsor  or                                                               
qualified sponsor group.                                                                                                        
                                                                                                                                
MR.  VAN TUYL  agreed,  and pointed  out that  it  would seem  to                                                               
exclude the state. If that were  the case, then the state's share                                                               
would be excluded.                                                                                                              
                                                                                                                                
CHAIR SEEKINS  said he would ask  the drafter; but he  thinks the                                                               
intent was that, since the state  is a 20 percent owner, it would                                                               
have to put up 20 percent of the amount.                                                                                        
                                                                                                                                
7:32:07 PM                                                                                                                    
SENATOR BEN  STEVENS said  he would like  to clarify  his intent.                                                               
The first sentence  of Section 13(b) reads: "The  sponsors of the                                                               
Alaska Highway  Gas Pipeline Project  shall incur" [A  Minimum Of                                                               
$1,500,000,000] "in project expenditures  beginning with the date                                                               
the  contract is  fully  executed". So,  once  contract is  fully                                                               
executed, all parties to the contract become the sponsors.                                                                      
                                                                                                                                
7:33:32 PM                                                                                                                    
CHAIR  SEEKINS said  that  he couldn't  find  any definition.  He                                                               
asked  Senator Stevens  what he  proposes if  the costs  are less                                                               
than $1.5 billion.                                                                                                              
                                                                                                                                
SENATOR BEN STEVENS responded that,  if the total expenditures to                                                               
full project  funding were less,  then the sponsors would  not be                                                               
liable for the  balance of the $1.5 billion. The  only time funds                                                               
would revert to the state treasury is if there was a breach.                                                                    
                                                                                                                                
7:36:16 PM                                                                                                                    
MR. VAN  TUYL said he wanted  to emphasize his concern  about the                                                               
deadline. If all  of the activities are not  completed by January                                                               
1, 2011 as  required by the contract, and the  total cost is only                                                               
$800 million, the  commissioner could say that  the producers are                                                               
in breach  and require them  to pay the  full amount, which  is a                                                               
minimum of  $1.5 billion.  That could  cause participants  to cut                                                               
corners or operate  in a way that is different  from the norm, in                                                               
order to make the deadline.                                                                                                     
                                                                                                                                
7:37:17 PM                                                                                                                    
^Mark Nelson, ExxonMobil                                                                                                        
MARK NELSON, ExxonMobil, said that  ExxonMobil is also opposed to                                                               
Amendment 7 due to the  hard completion date and minimum spending                                                               
requirements.  Just as  the producers  have  a responsibility  to                                                               
shareholders,  the  state has  a  responsibility  to Alaskans  to                                                               
pursue the project in a  disciplined manner using best practices.                                                               
Project management  experts and individual project  analysis have                                                               
concluded that,  "When the calendar  rather than the  data drives                                                               
the project, the project usually  fails." Rushing to meet imposed                                                               
deadlines  serves  to  increase  costs,  compromise  safety,  and                                                               
increase the  risk of project  failure. As with  other amendments                                                               
presented  by  this committee,  this  amendment  may prevent  the                                                               
project from being commercially  viable. An economic project does                                                               
not need  guaranteed start-up dates and  mandated spending rates,                                                               
because  the  parties already  have  a  substantial incentive  to                                                               
advance it.  In conclusion,  being schedule-driven  won't deliver                                                               
the  best  project  to  the state  of  Alaska  and  participating                                                               
companies.                                                                                                                      
                                                                                                                                
7:40:40 PM                                                                                                                    
^Wendy King, ConocoPhillips                                                                                                     
WENDY KING,  ConocoPhillips, said she appreciates  that, from the                                                               
public comment  perspective and the  comments that she  has heard                                                               
in committee  over the  past couple  of months,  work commitments                                                               
are a  significant issue to  the legislature. For  the producers,                                                               
it is  a heart-of-the-deal issue.  The producers  have emphasized                                                               
that it  is not advisable to  tie work activities and  dollars to                                                               
dates. Schedule-driven projects are set up for failure.                                                                         
                                                                                                                                
She  stressed  that ConocoPhillips  wants  to  move this  project                                                               
forward and is  committed to spend the money necessary  to get to                                                               
project  sanction, but  cautioned that,  until project  sanction,                                                               
all of  those funds are likely  to be equity funds,  not financed                                                               
funds.  Also the  federal loan  guarantees  won't provide  backup                                                               
financing until the project gets  to the completion tests, so the                                                               
sponsors are "on the hook" for those dollars.                                                                                   
                                                                                                                                
Ms. King  said that Conoco  Phillips is  trying to work  with all                                                               
parties  to  find a  solution  to  work commitments.  This  could                                                               
include  committing  some money  to  project  development in  the                                                               
contract itself. She said that  Conoco Phillips is not opposed to                                                               
spending   commitments,  but   it  sees   challenges  with   this                                                               
particular amendment.  The $1.5  billion monetary  requirement is                                                               
more than ConocoPhillips expects to  have to spend, and the focus                                                               
should be on  keeping costs down. Another issue  is the timeline.                                                               
The contract hasn't  even been approved and the  producers do not                                                               
know when the  project will begin, but there  is already pressure                                                               
to  get  to  sanction  by 2010.  Schedule-driven  behavior  is  a                                                               
concern.                                                                                                                        
                                                                                                                                
7:44:14 PM                                                                                                                    
She continued to  say there should be some  mechanism whereby, if                                                               
there is a  spending commitment, but all parties  agree it should                                                               
be  spent at  a later  date, it  could be  deferred. She  is also                                                               
concerned that  putting up  $1.5 billion  in the  beginning could                                                               
create   some   time-value   of  money   issues.   To   conclude,                                                               
ConocoPhillips has  not had time  to fully assess  this amendment                                                               
internally. It  is willing to  entertain some of the  concepts in                                                               
the amendment,  but it needs  to advance  that in the  context of                                                               
discussions on work commitments.                                                                                                
                                                                                                                                
7:45:28 PM                                                                                                                    
SENATOR  STEDMAN said  that, in  the second  line from  bottom of                                                               
Amendment 7,  it talks  about providing  the commissioner  with a                                                               
monthly expenditure report; so that  should alleviate some of the                                                               
concern about a  big expenditure coming in only one  day into the                                                               
project. The intent  is not to get remuneration to  the state, it                                                               
is  to  keep the  project  moving  forward  and deal  with  other                                                               
concerns.                                                                                                                       
                                                                                                                                
MR. NELSON  said that  ExxonMobil's concern is  that it  does not                                                               
have  control over  a  lot of  things that  can  happen prior  to                                                               
project  sanction, such  as  a judicial  challenge.  It would  be                                                               
putting money  at risk, or  could be forced to  continue spending                                                               
money during a challenge of the contract.                                                                                       
                                                                                                                                
7:47:26 PM                                                                                                                    
SENATOR  BUNDE commented  that Mr.  Van Tuyl  mentioned fairness,                                                               
and one of the consistent tenets  he has heard from the producers                                                               
is certainty.   He thinks  fairness would dictate  some certainty                                                               
for the state  as well. The producers are putting  money at risk;                                                               
the  state is  putting  its economy  and the  well  being of  its                                                               
citizens  at risk.  He said  he was  heartened to  hear that  the                                                               
producers have thought  about how to bring more  certainty to the                                                               
state, and is wondering when  the committee might hear more about                                                               
that.                                                                                                                           
                                                                                                                                
MS. KING replied  that the public comment period  closed July 24,                                                               
and  ConocoPhillips  is  just   beginning  discussions  with  the                                                               
administration and its partners to  find a balance that works for                                                               
all parties.   She said she is unable to  provide a firm timeline                                                               
for a decision at this point.                                                                                                   
                                                                                                                                
7:49:46 PM                                                                                                                    
SENATOR BUNDE  asked if it is  possible that a decision  might be                                                               
available before next Thursday.                                                                                                 
                                                                                                                                
MS. KING said that is very optimistic.                                                                                          
                                                                                                                                
7:50:08 PM                                                                                                                    
SENATOR  WILKEN said  that is  the  best testimony  Ms. King  has                                                               
given,  and  it  is  clear   that  she  understands  the  state's                                                               
position; so,  he addressed his  comments to  the representatives                                                               
of  the other  two  producers.  He said  he  will  vote for  this                                                               
amendment, but  does so  with some concern,  because he  does not                                                               
like deadlines either. This contract  won't leave the legislature                                                               
as a "trust me"  contract. He does not want to get  to the end of                                                               
the four  years estimated to  project sanction and hear  that the                                                               
producers aren't  ready yet. He  said he  does not know  what the                                                               
benchmarks  are, but  there have  to be  some specific  goals the                                                               
state can use to measure  whether the producers are expending the                                                               
effort necessary to move this project ahead.                                                                                    
                                                                                                                                
7:53:36 PM                                                                                                                    
MR. VAN  TUYL said he  appreciates Senator Wilken's  concern, and                                                               
BP is committed to advance  the project and monetize the resource                                                               
for the  benefit of  BP and  the state. The  challenge is  how to                                                               
structure  the   contract  to  ensure  that   outcome.  The  work                                                               
commitments  in  the  contract  are  the  product  of  a  lot  of                                                               
consideration,  and  he  thinks  the  formula  provides  as  much                                                               
certainty as it is reasonably  possible to provide. Deadlines and                                                               
spending rates may not result in the desired outcome.                                                                           
                                                                                                                                
7:56:12 PM                                                                                                                    
SENATOR WILKEN  said he believes what  Mr. Van Tuyl said,  but he                                                               
does  not  want  Mr.  Van   Tuyl's  replacement  talking  to  his                                                               
replacement  about these  same issues.  He wants  some type  of a                                                               
yardstick.                                                                                                                      
                                                                                                                                
MR. NELSON echoed Mr. Van  Tuyl's remarks, saying that ExxonMobil                                                               
is committed to this project and  will continue to work hard; but                                                               
it does not  want to put inefficient measures in  place that will                                                               
cost extra money.                                                                                                               
                                                                                                                                
7:57:19 PM                                                                                                                    
SENATOR BEN  STEVENS said he  wanted to make a  clarifying point.                                                               
In Section  13 when it says,  "the contract is fully  executed by                                                               
the parties", the  term parties is defined as "the  state and all                                                               
participants"  and  participant  means "BP,  ConocoPhillips,  and                                                               
ExxonMobil". The sponsor is the one  that takes it to the federal                                                               
government.                                                                                                                     
                                                                                                                                
7:58:21 PM                                                                                                                    
CHAIR SEEKINS  pointed out  that this is  $1.5 billion,  and $300                                                               
million has already been set aside by the state.                                                                                
                                                                                                                                
SENATOR  BEN STEVENS  clarified that  the state  is putting  risk                                                               
money up  front as well, and  once the contract is  executed, the                                                               
state will agree  to pay 20 percent of the  expenses incurred. He                                                               
said he  does not agree  that all of  the $300 million  will come                                                               
back to the state if a breach has occurred.                                                                                     
                                                                                                                                
SENATOR ELTON asked Senator Stevens if  it was his intent to kick                                                               
any  disputes under  Section 13(b)  or (d)  into the  arbitration                                                               
dispute  resolution process,  or for  them to  be settled  by the                                                               
commissioners.                                                                                                                  
                                                                                                                                
SENATOR BEN STEVENS  said he cannot answer the  question, but his                                                               
intent was for the minimum  project expenditure to be agreed upon                                                               
in the contract. As part of  the contract, it would be subject to                                                               
dispute  resolution; but  the  statute does  not  become part  of                                                               
dispute resolution.                                                                                                             
                                                                                                                                
8:03:36 PM                                                                                                                    
CHAIR SEEKINS asked if the  unexpended balance attributed to that                                                               
sponsor would be subject to forfeiture.                                                                                         
                                                                                                                                
SENATOR BEN  STEVENS answered yes;  it doesn't say  whole project                                                               
would come to a stop.                                                                                                           
                                                                                                                                
8:04:59 PM                                                                                                                    
SENATOR  ELTON said  he is  struggling with  language that  would                                                               
make  it clear  that disputes  under  Section 13(b),  (c) or  (d)                                                               
would  be settled  by the  commissioners of  revenue and  natural                                                               
resources outside  the dispute resolution process  established in                                                               
the contract, and is thinking  of a possible conceptual amendment                                                               
to clarify that.                                                                                                                
                                                                                                                                
8:05:41 PM                                                                                                                    
SENATOR  BEN STEVENS  said he  does  not think  that language  is                                                               
necessary,  because  the  contract cannot  dictate  what  statute                                                               
says. He  said he does not  want to put anything  in statute that                                                               
can be dictated by contractual terms.                                                                                           
                                                                                                                                
8:08:32 PM                                                                                                                    
SENATOR  DYSON said  he agrees  with Senator  B. Stevens,  but he                                                               
worries about  the curative language  the committee  saw earlier,                                                               
which he  is told is standard  in a contract. If  the contract is                                                               
ratified and it later proves to  be in conflict with any existing                                                               
law, the  curative language  says the  contract trumps  the legal                                                               
statute; so  he feels that  the point  Senator Elton raises  is a                                                               
valid one.  He also feels  that the producer's concern  about the                                                               
deadline is  valid. If the  contract is not ratified  quickly, it                                                               
would be better  to specify a number of days  or years instead of                                                               
naming a  firm end date.  He thinks accommodation should  also be                                                               
made for events beyond the producers' control.                                                                                  
                                                                                                                                
8:09:45 PM                                                                                                                    
SENATOR  HOFFMAN  asked  Chair  Seekins  to  refresh  his  memory                                                               
regarding the amendment before the committee.                                                                                   
                                                                                                                                
CHAIR SEEKINS said that the  amendment to Amendment 7, to include                                                               
"with the  concurrence of the  commissioner of the  Department of                                                               
Revenue" is before the committee.                                                                                               
                                                                                                                                
SENATOR  HOFFMAN asked  Senator Stevens  how he  arrived at  $1.5                                                               
billion in  light of the fact  that all three sponsors  have said                                                               
they think  they can  get to  project sanction  for less  than $1                                                               
billion.                                                                                                                        
                                                                                                                                
8:10:42 PM                                                                                                                    
SENATOR BEN STEVENS said the  legislature voted on a $300 million                                                               
set-aside,  and  the  state  is  a  20  percent  partner,  so  he                                                               
calculated the total based on that.                                                                                             
                                                                                                                                
8:11:59 PM                                                                                                                    
SENATOR STEDMAN commented that the  state had some concerns about                                                               
its ability  to come  up with  the funds to  build this,  and the                                                               
$300  million set  aside  is  a good  start  toward  the full  20                                                               
percent it will have to come up with.                                                                                           
                                                                                                                                
The committee took an at-ease from 8:12:54 PM to 8:17:20 PM.                                                                
                                                                                                                                
CHAIR SEEKINS  called the meeting back  to order. Not all  of the                                                               
members  were present,  so  he  went off  the  record until  they                                                               
arrived.                                                                                                                        
                                                                                                                                
SENATOR KOOKESH arrived.                                                                                                        
                                                                                                                                
The committee took an at-ease from 8:18:06 PM to 8:19:08 PM.                                                                
                                                                                                                                
CHAIR SEEKINS called for discussion among the members.                                                                          
                                                                                                                                
SENATOR  ELTON said  he will  vote  yes, but  still has  concerns                                                               
about  the dispute  resolution process  and plans  to discuss  it                                                               
with  Legislative Legal  Services  before the  bill  gets to  the                                                               
floor.                                                                                                                          
                                                                                                                                
8:19:45 PM                                                                                                                    
CHAIR SEEKINS interrupted  to clarify that the  matter before the                                                               
committee  is   whether  there  is  any   objection  to  adopting                                                               
Amendment 1 to  Amendment 7 (proposed earlier  by Senator Wilken)                                                               
to insert "with  the concurrence of the  commissioner of revenue"                                                               
in Section 13. There being no objection, it was so ordered.                                                                     
                                                                                                                                
8:20:12 PM                                                                                                                    
CHAIR  SEEKINS   said  that  the  committee   is  now  discussing                                                               
Amendment 7, as amended.                                                                                                        
                                                                                                                                
SENATOR ELTON said he appreciates  the effort to create some work                                                               
commitments and  monetary incentives,  and does  not think  it is                                                               
too burdensome  for the  producers. He does  not put  aside their                                                               
concerns however, and  thinks that they should have  time to come                                                               
up  with  a  way to  tweak  this  approach  if  they feel  it  is                                                               
necessary.                                                                                                                      
                                                                                                                                
8:21:59 PM                                                                                                                    
SENATOR BUNDE asked Senator Stevens  whether, if there is a delay                                                               
and  the reason  for  it is  disputed, the  dispute  would go  to                                                               
arbitration.                                                                                                                    
                                                                                                                                
SENATOR  BEN  STEVENS replied  that  is  not  his intent.  It  is                                                               
intended  to provide  leverage to  the commissioners.  The intent                                                               
was to  create financial commitments, while  giving the producers                                                               
latitude to  be efficient  within that  framework. How  a dispute                                                               
would be handled relates to  whether a determination is made that                                                               
there has  been a  breach in the  spending commitment  imposed by                                                               
the contract.                                                                                                                   
                                                                                                                                
8:24:38 PM                                                                                                                    
SENATOR BEN STEVENS removed his objection.                                                                                      
                                                                                                                                
SENATOR DYSON objected.                                                                                                         
                                                                                                                                
8:25:12 PM                                                                                                                    
The roll was called:                                                                                                            
                                                                                                                                
     Yea:  Senator Olson,  Senator Wilken,  Senator Hoffman,                                                                    
     Senator Kookesh, Senator  Ben Stevens, Senator Stedman,                                                                    
     Senator Bunde, Senator  Green, Senator Wagoner, Senator                                                                    
     Elton, Senator Seekins                                                                                                     
                                                                                                                                
     Nay: Senator Dyson                                                                                                         
                                                                                                                                
       Amendment 7 was adopted as amended by a vote of 11                                                                       
     yeas, 1 nay.                                                                                                               
                                                                                                                                
8:26:34 PM                                                                                                                    
CHAIR SEEKINS introduced a new draft CS, Version F.                                                                             
                                                                                                                                
8:26:46 PM                                                                                                                    
SENATOR GREEN moved  to adopt Version F as  the working document.                                                               
There being no objection, it was so ordered.                                                                                    
                                                                                                                                
8:27:23 PM                                                                                                                    
^Jim Clark and Joseph Donohue                                                                                                   
JIM CLARK,  Chief Negotiator, Office of  the Governor, introduced                                                               
himself.                                                                                                                        
                                                                                                                                
CHAIR SEEKINS  asked Joe Donohue  if he would explain  the intent                                                               
behind Section 1 of the CS.                                                                                                     
                                                                                                                                
8:27:44 PM                                                                                                                    
JOSEPH  DONOHUE,  Preston, Gates  &  Ellis,  said the  intent  of                                                               
Section 1  of the bill  (Version F)  is to provide  authority for                                                               
the state  to agree to the  Federal Arbitration Act. So,  this is                                                               
an exception to  the revised Alaska Uniform  Arbitration Act. The                                                               
contract provides  that the Federal Arbitration  Act will control                                                               
the  arbitration procedures,  and this  exception is  designed to                                                               
clarify that.                                                                                                                   
                                                                                                                                
8:28:36 PM                                                                                                                    
SENATOR  DYSON   asked  if  he   is  correct  that   the  Federal                                                               
Arbitration  Act  will  apply  except  where  this  contract  has                                                               
exceptions.                                                                                                                     
                                                                                                                                
MR. DONOHUE  answered that the  concern was that state  law might                                                               
conflict with the contents of  the proposed contract. This allows                                                               
the  state  to  negotiate  in  the  context  of  a  Stranded  Gas                                                               
Development Act contract, to  stipulate to arbitration procedures                                                               
outside of title 9 of the state law.                                                                                            
                                                                                                                                
SENATOR  DYSON asked  if the  contract doesn't  conform to  state                                                               
law, this paragraph puts it under federal arbitration law.                                                                      
                                                                                                                                
MR.  DONOHUE  said  this  allows  the state  to  stipulate  as  a                                                               
contractual  term  in a  fiscal  contract  under 43.82  that  the                                                               
Federal Arbitration Act will control arbitration proceedings.                                                                   
                                                                                                                                
8:30:02 PM                                                                                                                    
CHAIR  SEEKINS  asked  if  there   were  objections  or  proposed                                                               
amendments to  Section 1. Hearing  none, he asked Mr.  Donohue to                                                               
address paragraph 1 of Section 2.                                                                                               
                                                                                                                                
MR. DONOHUE explained that paragraph  1 of Section 2 was intended                                                               
to clarify that the contract  developed under 43.82 could include                                                               
fiscal  certainty  terms relating  to  oil  and to  the  business                                                               
activities of  the qualified sponsors  generally, not  just those                                                               
related to new investment, or the gas pipeline project.                                                                         
                                                                                                                                
CHAIR SEEKINS asked for questions or amendments.                                                                                
                                                                                                                                
8:31:10 PM                                                                                                                    
SENATOR ELTON asked Mr. Donohue to  speak to a suggestion he made                                                               
earlier, when  explaining Version G  to the committee,  that this                                                               
section be moved to another part of the bill.                                                                                   
                                                                                                                                
MR. DONOHUE  replied that his  comment was related to  lines 6-7,                                                               
the  language  "including  gas pipeline  expansion  pricing  that                                                               
encourages   further  gas   exploration."  At   one  point,   the                                                               
administration  considered proposing  language to  43.82.200 that                                                               
would  deal with  this  issue  and take  it  out  of the  purpose                                                               
clause.                                                                                                                         
                                                                                                                                
SENATOR ELTON asked if the administration decided against that.                                                                 
                                                                                                                                
MR. DONOHUE answered yes.                                                                                                       
                                                                                                                                
CHAIR SEEKINS  commented that the  committee added "or  a related                                                               
party" to  that paragraph and the  next, as well as  a definition                                                               
of related party in a later  section. He explained that Section 3                                                               
was the committee's amendment to the earlier CS (Version G).                                                                    
                                                                                                                                
8:32:41 PM                                                                                                                    
CHAIR  SEEKINS  reminded  the  committee that  Section  4  is  an                                                               
amendment  that  was offered  by  Senator  Stedman and  has  been                                                               
included  in the  new CS.  He asked  Mr. Donohue  to explain  the                                                               
deletion on page 3 of Section 5.                                                                                                
                                                                                                                                
MR.  DONOHUE explained  that  Section 5  inserts  the concept  of                                                               
"related party" to make it  clear that fiscal certainty terms can                                                               
relate  to  owners  of  the  GTP, the  mainline  LLC,  and  other                                                               
entities. Also, the  deletion on page 3 is  designed clarify that                                                               
fiscal terms do  not necessarily have to relate  directly to this                                                               
new investment.                                                                                                                 
                                                                                                                                
CHAIR SEEKINS asked for questions on Section 6.                                                                                 
                                                                                                                                
8:34:09 PM                                                                                                                    
SENATOR  ELTON commented  that,  under Version  G,  there was  an                                                               
amendment to  43.82.020, which was negotiation  of contract terms                                                               
and deals  with the related  party issue, and that  section seems                                                               
to be missing in this version.                                                                                                  
                                                                                                                                
CHAIR SEEKINS said  he would come back to the  sections that were                                                               
removed  for  convenience,  to  discuss  whether  any  should  be                                                               
reinserted.                                                                                                                     
                                                                                                                                
8:35:00 PM                                                                                                                    
MR. DONOHUE  explained that  Section 6  deletes the  reference to                                                               
royalties.  AS 43.82.220  currently deals  only with  royalty-in-                                                               
kind and royalty-in-value  issues, and the intent  was to broaden                                                               
the application of 43.82.220 to  deal more generally with oil and                                                               
gas lease and unit agreements.                                                                                                  
                                                                                                                                
He  went on  to  Section  7, which  states  that compliance  with                                                               
43.82.220(a) is sufficient to  satisfy all statutory requirements                                                               
under AS 38. That is primarily  intended to make clear that those                                                               
are  the sole  criteria that  apply  to decisions  to enter  into                                                               
shipping commitments  under the  stranded gas  act, and  that the                                                               
royalty advisory board has no role in those decisions.                                                                          
                                                                                                                                
8:36:45 PM                                                                                                                    
CHAIR  SEEKINS explained  that Section  8  on pages  3-4, is  the                                                               
amendment  adopted regarding  Project  Labor Agreements  (PLA's),                                                               
which  has  been incorporated  into  the  new  CS. He  asked  Mr.                                                               
Donohue to go on to Section 9.                                                                                                  
                                                                                                                                
MR. DONOHUE said Section 9  deletes language that would limit the                                                               
term  of the  contract to  the  period necessary  to develop  the                                                               
stranded  gas, in  order to  avoid legal  issues relating  to how                                                               
long  that  period  might  be. It  also  contains  the  committee                                                               
amendments passed  earlier in  the week,  changing the  term from                                                               
commencement  of  operations  from  35 years  to  25  years,  and                                                               
maximum contract period from 45 years to 35 years.                                                                              
                                                                                                                                
8:38:08 PM                                                                                                                    
SENATOR BEN STEVENS  offered Amendment 9 (the  first amendment to                                                               
Version F)  and objected  for discussion  purposes. He  said this                                                               
amendment  came  before the  committee  during  the last  special                                                               
session and has not changed.                                                                                                    
                                                                                                                                
                          ^AMENDMENT 9                                                                                      
                                                                                                                                
     AS 43.82 is amended by adding a new section to read:                                                                       
          Sec. 43.82.255. Term of contract provisions                                                                         
     related to oil. (a) The                                                                                                  
         provisions of this section apply to a contract                                                                         
     developed under AS 43.82.020 that                                                                                          
     provides for periodic payment in lieu of taxes on oil                                                                      
     under AS 43.55.                                                                                                            
                                                                                                                                
        (b) For the part of the contract term beginning                                                                         
     immediately after the date                                                                                                 
      of full project funding or the date of issuance of a                                                                      
     certificate of public convenience                                                                                          
     whichever  date is  later, and  ending  14 years  after                                                                    
     that date, the commissioner may                                                                                            
     develop  a  term for  the  contract  that provides  for                                                                    
     payments in lieu of the taxes on oil                                                                                       
     set out in AS 43.55. For  the part of the contract term                                                                    
     established with as much                                                                                                   
     certainty as  the Constitution of  the State  of Alaska                                                                    
     allows.                                                                                                                    
                                                                                                                                
          (c) For the part of the contract term beginning                                                                       
     immediately after the period                                                                                               
     described in (b) of this  section, and ending on a date                                                                    
     not later than 25 years after the                                                                                          
     effective  date  of the  contract,  the  amount of  the                                                                    
     payment in  lieu of tax on  oil under AS 43.55  must be                                                                    
     equal  to the  amount of  the  tax levied  by the  law.                                                                    
     However, the                                                                                                               
     commissioner may  develop a contract term  that, in the                                                                    
     event of a material change in                                                                                              
     the  taxes  enacted after  the  effective  date of  the                                                                    
     contract, establishes a procedure for                                                                                      
     restoring  the   parties  to  substantially   the  same                                                                    
     economic position they had as of the                                                                                       
     end  of the  period described  in (b)  of this  section                                                                    
     immediately before the change.                                                                                             
                                                                                                                                
          (d) Implementation of a contract provision                                                                            
     authorized in  this section may'be made  subject to the                                                                    
     dispute resolution procedures of the contract.                                                                             
                                                                                                                                
CHAIR  SEEKINS said  he assumed  that Senator  Stevens wanted  to                                                               
make some modifications, and that  is why it was not incorporated                                                               
into  the  CS.  He  asked   if  there  were  questions  regarding                                                               
Amendment 9.                                                                                                                    
                                                                                                                                
SENATOR WILKEN referred to line  18, the word "commissioner", and                                                               
reminded  the  committee that  the  administration  was going  to                                                               
prepare language to clarify that  this refers to the commissioner                                                               
at  the   time  of  the   fiscal  certainty.  He  asked   if  the                                                               
administration has had the opportunity to work on that.                                                                         
                                                                                                                                
MR. DONOHUE apologized and said he does not have it ready.                                                                      
                                                                                                                                
8:40:09 PM                                                                                                                    
CHAIR SEEKINS asked Senator Stevens if  he would like to hold the                                                               
amendment to look at the new language.                                                                                          
                                                                                                                                
SENATOR BEN  STEVENS replied that it  is up to the  discretion of                                                               
the chair.                                                                                                                      
                                                                                                                                
CHAIR  SEEKINS asked  if Senator  Stevens' intent  is that  it be                                                               
automatic and  negotiated now,  or that it  be negotiated  in the                                                               
future,  if  the  legislature raises  taxes  making  an  economic                                                               
balancing agreement necessary.                                                                                                  
                                                                                                                                
SENATOR BEN STEVENS  answered that it would be  negotiated as the                                                               
result of a material change at a future date.                                                                                   
                                                                                                                                
CHAIR  SEEKINS asked  if  it  would satisfy  his  intent to  say:                                                               
"However, in the event of a  material change in the taxes enacted                                                               
after the effective date of the  contract and after the period of                                                               
time specified in paragraph (b),  the commissioner of revenue may                                                               
develop  a  contract  term  that   establishes  a  procedure  for                                                               
restoring  the   parties  to  substantially  the   same  economic                                                               
position they had..."                                                                                                           
                                                                                                                                
8:41:59 PM                                                                                                                    
SENATOR BEN  STEVENS asked Chair  Seekins to repeat  his proposed                                                               
language.                                                                                                                       
                                                                                                                                
CHAIR SEEKINS did so.                                                                                                           
                                                                                                                                
SENATOR BEN  STEVENS replied that,  if that helps to  clarify it,                                                               
he has no problem with it;  but he feels it is already prescribed                                                               
on line 14.                                                                                                                     
                                                                                                                                
8:42:52 PM                                                                                                                    
MR.  DONOHUE  interjected  that,   given  the  context  of  43.82                                                               
generally no clarification is needed.                                                                                           
                                                                                                                                
CHAIR  SEEKINS said  that,  as he  understands  the statute,  the                                                               
commissioner referred to is the  commissioner of revenue, and the                                                               
economic balancing procedure would  not take effect automatically                                                               
unless the economic rents changed  after the prescribed period of                                                               
time.  He asked  Senator Wilken  if  he was  satisfied with  that                                                               
determination.                                                                                                                  
                                                                                                                                
SENATOR  WILKEN answered  that he  is not.  He said  he does  not                                                               
understand why  the committee feels  it should deal with  this at                                                               
all.   The  sitting   commissioner   can   maintain  the   fiscal                                                               
equilibrium during that 14-year period.                                                                                         
                                                                                                                                
8:45:04 PM                                                                                                                    
CHAIR SEEKINS replied that this  section takes place after the 14                                                               
years.                                                                                                                          
                                                                                                                                
SENATOR WILKEN responded that it is at the tail of 25 years.                                                                    
                                                                                                                                
MR.  DONOHUE explained  that, under  this provision,  the current                                                               
commissioners might offer a contract  term that would lock in the                                                               
tax that is  in effect by law at project  sanction. The producers                                                               
may  or may  not agree  to that,  since they  don't know  what is                                                               
being locked  in; so there  is uncertainty related to  the second                                                               
phase  as to  whether  the  producers would  even  be willing  to                                                               
consider  this.  As to  the  third  phase,  it  seems as  if  the                                                               
commissioner could negotiate provisions  now that help refine the                                                               
concept of  material change and how  it would work when  there is                                                               
fiscal stability.                                                                                                               
                                                                                                                                
8:46:24 PM                                                                                                                    
MR. CLARK  suggested that the administration  meet with producers                                                               
to craft  language that fulfills  the committee's  direction, and                                                               
bring  it back  for review  before the  legislature ratifies  the                                                               
contract.                                                                                                                       
                                                                                                                                
8:47:31 PM                                                                                                                    
CHAIR  SEEKINS  said  he  understands it  would  be  the  sitting                                                               
commissioner that would make the decision to do it.                                                                             
                                                                                                                                
SENATOR  GREEN  pointed  out  that  this  is  language  that  the                                                               
committee already adopted two or three times.                                                                                   
                                                                                                                                
SENATOR  BEN  STEVENS  said  he  did not  think  there  were  any                                                               
proposed changes.                                                                                                               
                                                                                                                                
SENATOR WILKEN  said that, when  the committee talked  about this                                                               
amendment previously,  there were  three sections: four  years to                                                               
sanction,  five  years  to  build,   9  years  for  capital  cost                                                               
recovery.  Then there  was a  piece of  time at  the end  and, if                                                               
there were  changes that would  require the state to  change oil,                                                               
it would seek balance through  gas, or vice versa. This amendment                                                               
proposes  to address  something that,  best guess,  starts 14  or                                                               
more years from now. He did  not understand why one would suppose                                                               
this  legislature can  do  a  better job  of  it  today than  the                                                               
commissioner and the administration could  in 14 years, given all                                                               
the circumstances that could arise.                                                                                             
                                                                                                                                
8:50:54 PM                                                                                                                    
MR. CLARK said that the  language for fiscal balancing agreements                                                               
exists in many types of contracts.  It is usually included on the                                                               
front  end so  all parties  know what  the rules  will be  in the                                                               
future. It  may be that, at  end of the 14-year  period, it needs                                                               
to be  changed; but that  could happen  to other sections  of the                                                               
contract as well.                                                                                                               
                                                                                                                                
8:52:38 PM                                                                                                                    
SENATOR DYSON asked what is before the committee now.                                                                           
                                                                                                                                
CHAIR  SEEKINS  replied  that  it   is  Amendment  9  (the  first                                                               
amendment to Version F).                                                                                                        
                                                                                                                                
SENATOR  DYSON said  that  it  looks as  if  disputes under  this                                                               
section are  subject to the contractual  arbitration process, and                                                               
asked Senator  Stevens to comment  on the  last two lines  of the                                                               
amendment.                                                                                                                      
                                                                                                                                
SENATOR  BEN  STEVENS  answered  that terms  of  a  contract  are                                                               
subject  to dispute  resolution. Disputes  concerning the  timing                                                               
would be settled in arbitration.                                                                                                
                                                                                                                                
8:55:18 PM                                                                                                                    
CHAIR SEEKINS confirmed that it is when it is implemented.                                                                      
                                                                                                                                
SENATOR DYSON said  that confirmed what he thought was  true.  He                                                               
said he  appreciates what  Senator Stevens has  done, but  is not                                                               
convinced of the efficacy of that dispute resolution process.                                                                   
                                                                                                                                
8:56:14 PM                                                                                                                    
SENATOR STEDMAN asked  Chair Seekins if he could  provide a brief                                                               
timeline to the people listening from home.                                                                                     
                                                                                                                                
CHAIR SEEKINS summarized that there  is a period of approximately                                                               
four years  until project  sanction, prior to  which there  is no                                                               
fiscal certainty. For a period  of approximately five years after                                                               
sanction  and nine  years of  construction,  during capital  cost                                                               
recovery, the  state has established  what taxes on oil  will be.                                                               
That  is  a  total  of  14  years  after  project  sanction.  The                                                               
remaining 25  years, minus  the pre-build  years and  the capital                                                               
cost recovery  years, is  a period  of economic  balancing during                                                               
which, if taxes  are raised resulting in a  substantive change in                                                               
the distribution  of rents, the  commissioner can enter  into the                                                               
process to restore economic balance.  (This was illustrated using                                                               
the chart Senator Wilken created for SB 2004.)                                                                                  
                                                                                                                                
8:58:06 PM                                                                                                                    
CHAIR SEEKINS asked if he had summarized it correctly.                                                                          
                                                                                                                                
SENATOR BEN STEVENS replied yes.                                                                                                
                                                                                                                                
SENATOR STEDMAN  paraphrased that, under this  amendment, the oil                                                               
tax structure  would not be  locked in until after  sanction. The                                                               
state   would  stabilize   the  taxation   on  oil   through  the                                                               
construction.                                                                                                                   
                                                                                                                                
CHAIR SEEKINS interrupted  that it may be  unconstitutional to do                                                               
so.                                                                                                                             
                                                                                                                                
8:58:52 PM                                                                                                                    
SENATOR WILKEN  said he would  vote for the amendment  because it                                                               
addresses one of the issues  the committee has with the contract,                                                               
but told  Mr. Clark that  he expects to have  further discussions                                                               
with him on this subject.                                                                                                       
                                                                                                                                
SENATOR ELTON said he would vote  for the amendment because it is                                                               
marginally better than  what is in the contract  that he supposes                                                               
will be presented  to the legislature. He does not  think it does                                                               
anything to  alleviate the constitutional questions,  and he does                                                               
not think  the state should lock  itself into a tax  rate for any                                                               
period of time.                                                                                                                 
                                                                                                                                
9:00:01 PM                                                                                                                    
SENATOR DYSON removed his objection.                                                                                            
                                                                                                                                
CHAIR  SEEKINS  asked  whether there  was  further  objection  to                                                               
adopting  Amendment 9.    There  being no  objection,  it was  so                                                               
ordered.                                                                                                                        
                                                                                                                                
9:00:25 PM                                                                                                                    
CHAIR SEEKINS explained  that Sections 10 and 11 are  the same as                                                               
Amendment 7 to Version G, which  was adopted by the committee. He                                                               
asked Mr. Donohue to address Section 12.                                                                                        
                                                                                                                                
MR.  DONOHUE explained  that  Section 12,  beginning  on page  6,                                                               
extends the minimum public comment period from 30 to 60 days.                                                                   
                                                                                                                                
CHAIR  SEEKINS asked  if this  is  an amendment  that was  passed                                                               
earlier today.                                                                                                                  
                                                                                                                                
9:01:34 PM                                                                                                                    
SENATOR  BEN  STEVENS said  yes;  it  was a  curative  amendment,                                                               
because the 60 days expired on the 24th of July.                                                                                
                                                                                                                                
SENATOR WILKEN said he thought the amendment was on line 23.                                                                    
                                                                                                                                
CHAIR SEEKINS answered yes. This  was a curative amendment to the                                                               
60 days of public comment that ended in July.                                                                                   
                                                                                                                                
MR. DONOHUE agreed.                                                                                                             
                                                                                                                                
SENATOR WILKEN  repeated that he  thought the change was  on line                                                               
23.                                                                                                                             
                                                                                                                                
CHAIR SEEKINS replied that it would be.                                                                                         
                                                                                                                                
SENATOR BEN STEVENS said he  believes the governor announced that                                                               
he was going  to have 75 days  of public comment, from  May 10 to                                                               
July 24.                                                                                                                        
                                                                                                                                
MR. CLARK confirmed that it was 75 days.                                                                                        
                                                                                                                                
^Amendment 10                                                                                                                   
9:03:07 PM                                                                                                                    
SENATOR BEN  STEVENS moved  to adopt  Amendment 10,  which amends                                                               
line 19 on  page 6 to read  "75" in lieu of "60".  There being no                                                               
objection, it  was so ordered.  (This is the second  amendment to                                                               
Version F.)                                                                                                                     
                                                                                                                                
CHAIR SEEKINS  said that Section 13  is the one that  was amended                                                               
earlier today.                                                                                                                  
                                                                                                                                
9:03:47 PM                                                                                                                    
MR. DONOHUE said  that the amendments to Section  14 clarify that                                                               
the fiscal terms can relate  to the qualified sponsor, members of                                                               
the qualified  sponsor group, or related  parties. The amendments                                                               
on lines  11-13 specify that payments  are due to the  state, but                                                               
can be made payable to the revenue affected municipalities.                                                                     
                                                                                                                                
He  continued  to  Section  15, saying  that  the  amendments  to                                                               
43.82.505 provide that  all of the impact payments  due under the                                                               
fiscal   contract  would   be  paid   to  economically   affected                                                               
municipalities under the principals outlined in 43.82.520.                                                                      
                                                                                                                                
SENATOR WILKEN  apologized to the  committee for  digressing, but                                                               
said he has been working on  the PILT issue and needed to correct                                                               
an error.  Section 16 of Version  G was deleted in  Version F but                                                               
contained some really good work and should be retained.                                                                         
                                                                                                                                
CHAIR  SEEKINS said  he  would put  it back  in  and asked  where                                                               
Senator Wilken would like it to be inserted.                                                                                    
                                                                                                                                
SENATOR  SEEKINS  said  it should  go  right  after  economically                                                               
impacted  municipalities  and  would  become a  new  Section  16.                                                               
Section 15 would  revert to its language in G,  because it refers                                                               
to Section 16.                                                                                                                  
                                                                                                                                
9:06:08 PM                                                                                                                    
SENATOR  WILKEN  moved  to  adopt  the  foregoing  as  conceptual                                                               
Amendment 11,  the third  amendment to  Version F.   He  noted it                                                               
would take Sections 15 and 16  of Version G and insert them after                                                               
the current Section 15 in Version F.                                                                                            
                                                                                                                                
SENATOR  ELTON  interjected  that, unless  he  has  misunderstood                                                               
Senator Wilken's  intent, they should  be inserted  after Section                                                               
14, beginning on  line 14, because Section 15 in  Version F would                                                               
be replaced.                                                                                                                    
                                                                                                                                
CHAIR SEEKINS asked for confirmation.                                                                                           
                                                                                                                                
SENATOR WILKEN agreed and restated his motion.                                                                                  
                                                                                                                                
The committee took  an at-ease from 9:10:01 PM to  9:10:51 PM and                                                           
from 9:12:22  PM to  9:14:30 PM to  discuss technical  aspects of                                                           
the amendment.                                                                                                                  
                                                                                                                                
9:16:31 PM                                                                                                                    
CHAIR  SEEKINS   re-stated  Senator  Wilken's  motion   to  adopt                                                               
conceptual  amendment  11 to  Version  F:  Remove Section  15  of                                                               
Version F, replace  it with Sections 15 and 16  of Version G, and                                                               
renumber  the   other  sections   accordingly.  There   being  no                                                               
objection, the motion carried.                                                                                                  
                                                                                                                                
9:17:22 PM                                                                                                                    
SENATOR WILKEN moved  to adopt Amendment 12  (fourth amendment to                                                               
Version F). He objected for discussion purposes.                                                                                
                                                                                                                                
He  said that,  under the  stranded gas  amendment, AS  43.82.210                                                               
speaks to  payment in lieu  of taxes for municipalities,  and the                                                               
amendment intends that  the legislature will decide  how the PILT                                                               
monies  are  distributed.  The  state gets  money  from  the  oil                                                               
companies in four major ways:  a corporate income tax; royalties;                                                               
severance tax,  and an ad valorum  tax. The ad valorem  tax calls                                                               
for  2  percent  of  the   total  value  to  be  divided  between                                                               
municipalities  that have  oil and  gas  properties within  their                                                               
boundaries, with the balance remaining  in the general fund. That                                                               
tax is being replaced by  PILT, which will generate approximately                                                               
$12.67 billion over the next 35 years.                                                                                          
                                                                                                                                
9:20:41 PM                                                                                                                    
SENATOR  WILKEN  said  he  researched  how  the  PILT  money  was                                                               
distributed   and    found   that   one   area    is   benefiting                                                               
disproportionately to others,  and he isn't sure that  is in line                                                               
with  the spirit  of  Section 8.1  of  Alaska's constitution.  He                                                               
distributed  a chart  showing the  distribution  and pointed  out                                                               
that the  North Slope Borough will  get 70 percent of  the money.                                                               
Fairbanks North Star Borough will  get 4 percent; Valdez will get                                                               
3  percent; the  state of  Alaska will  get the  21 percent  that                                                               
remains. If  that were  distributed on a  per capita  basis, that                                                               
would  be $1.3  million each  for  residents of  the North  Slope                                                               
Borough; $96,000  for those  in Valdez;  $5,800 for  residents of                                                               
Fairbanks  North  Star Borough;  and    $4,400  for each  of  the                                                               
626,000 citizens of Alaska.                                                                                                     
                                                                                                                                
He said that Amendment 12 provides  that the money will go to the                                                               
state and  the legislature  will decide how  to distribute  it to                                                               
the people of Alaska.                                                                                                           
                                                                                                                                
9:23:28 PM                                                                                                                    
CHAIR SEEKINS asked Senator Wilken  if Version F, page 3, between                                                               
lines 18-19 would be a good place to insert the amendment.                                                                      
                                                                                                                                
MR. CLARK  interrupted to  suggest that it  might be  helpful for                                                               
Mr.   Dickinson,  author   of  this   section,  to   explain  the                                                               
administration's rationale.                                                                                                     
                                                                                                                                
9:24:34 PM                                                                                                                    
^Dan Dickinson                                                                                                                  
DAN  DICKINSON,  CPA, said  that  Section  20.1 of  the  contract                                                               
states that  payments are due  to the  state. It can  direct that                                                               
some of those  are paid to political subdivisions,  and rules for                                                               
that  are found  in  Exhibit  G. It  also  states that  political                                                               
subdivisions  have no  rights under  the contract  and cannot  go                                                               
directly to the producers for satisfaction on issues.                                                                           
                                                                                                                                
CHAIR SEEKINS asked  if there is a problem  with the distribution                                                               
being directed by law.                                                                                                          
                                                                                                                                
MR.  DICKINSON  answered that  Exhibit  G,  the methodology  that                                                               
determines how it  is divided up, provides that no  money goes to                                                               
a political subdivision  unless there is a ratio in  front of it.                                                               
That ratio is the political  subdivision's mil rate over 20 mils.                                                               
Under  law, the  legislature establishes  the rules  for the  mil                                                               
rate, so  he believes that  the amendment is  superfluous. Having                                                               
said that, maybe  mil rates aren't the best way  to determine how                                                               
certain municipalities get money. Other rules could be made.                                                                    
                                                                                                                                
9:28:47 PM                                                                                                                    
SENATOR WILKEN said that, although  everything Mr. Dickinson said                                                               
is  correct, he  is not  sure how  germane it  is to  what he  is                                                               
trying to  do.  He  referred to Exhibit  G, which reads  in part:                                                               
"participant may make a portion of  its payments due to the state                                                               
under  articles   15,  16,  and   17,  payable  to   a  political                                                               
subdivision." Then it  says to go to Exhibit  F for calculations,                                                               
and number 15 under F  shows hypothetical examples that really do                                                               
not illustrate how the money  will be distributed. How that money                                                               
is  divided   up  should  be  dealt   with  through  deliberative                                                               
legislative process, not through the contract.                                                                                  
                                                                                                                                
9:31:42 PM                                                                                                                    
MR.  DICKINSON observed  that Section  43.82.210 of  the Stranded                                                               
Gas  Act  instructs  the  commissioner   that  PILT  payments  to                                                               
municipalities  will  be a  function  of  the contract.  He  also                                                               
pointed out  that there  is an  assumption as  to what  mil rates                                                               
are; but  those mil  rates can  be changed.  He urged  caution to                                                               
ensure  that the  mil  rate  is always  a  critical  part of  the                                                               
calculation.                                                                                                                    
                                                                                                                                
9:33:10 PM                                                                                                                    
SENATOR HOFFMAN explained that the  vast majority of the money is                                                               
going to the  North Slope because that is where  the resource is,                                                               
and the borough should be incentivized to encourage development.                                                                
                                                                                                                                
9:34:26 PM                                                                                                                    
SENATOR OLSON  pointed out that  the pie chart shows  North Slope                                                               
Borough getting  2/3 of the money,  twice as much as  the rest of                                                               
the state.                                                                                                                      
                                                                                                                                
He asked  Mr. Dickinson how  accurate the percentages  are, since                                                               
nobody knows what the mil rate will be 35 years from now.                                                                       
                                                                                                                                
9:35:49 PM                                                                                                                    
MR. DICKINSON  answered that  there are  a number  of assumptions                                                               
that  reflect   the  situation  today.   The  more   distant  the                                                               
projection, the  harder it  is to  predict how  those assumptions                                                               
will hold up.  If the  tax base increases, all other things being                                                               
equal,  one would  expect  the mil  rate on  the  North Slope  to                                                               
lower. For example,  if the tax base grows by  $3 to $3.5 billion                                                               
to a tax base that is  currently $12 billion, that is an increase                                                               
of  almost 30  percent, so  the mil  rate should  decrease by  30                                                               
percent and the state's portion should pick up.                                                                                 
                                                                                                                                
SENATOR OLSON asked  if Mr. Dickinson is saying  that the numbers                                                               
could be off by 30 percent.                                                                                                     
                                                                                                                                
MR.  DICKINSON responded  that, over  30 years,  that would  be a                                                               
generous estimate.                                                                                                              
                                                                                                                                
9:37:35 PM                                                                                                                    
SENATOR OLSON opined  that the administration is not  in favor of                                                               
amendment.                                                                                                                      
                                                                                                                                
MR.  DICKINSON  answered  that  is  correct.  The  administration                                                               
worked hard to  ensure that the legislature  retained the ability                                                               
to control these issues.                                                                                                        
                                                                                                                                
9:38:17 PM                                                                                                                    
SENATOR  STEDMAN asked  if  the  mil rate  would  have to  change                                                               
statewide to do the property  tax adjustment to bring that number                                                               
down.                                                                                                                           
                                                                                                                                
MR.  DICKINSON  replied  that  is correct.    Under  the  current                                                               
system, any  taxation up to  20 mils by  a locality goes  to that                                                               
locality; the  difference between its  tax rate and 20  mils goes                                                               
to the state. Under current statute,  a municipality can go up to                                                               
30 mils for  operations. If it is receiving payments  to pay back                                                               
bonded indebtedness, there  is no mil rate limit. So,  one of the                                                               
things  that  happens in  the  contract  is that  municipalities'                                                               
current  ability to  tax  is  limited. Even  though  20 mils  has                                                               
effectively  been the  ceiling, the  actual  cap is  at 30.  This                                                               
legislation would  reduce it  to 20 for  operations; there  is no                                                               
cap for debt.                                                                                                                   
                                                                                                                                
9:40:33 PM                                                                                                                    
                                                                                                                                
SENATOR  WILKEN  agreed with  Mr.  Dickinson,  but noted  that  a                                                               
provision  in  current law  allows  the  North Slope  Borough  to                                                               
choose how  it establishes its  per capita mil rate.  Because its                                                               
expenses exceed the 30 mils, it  is allowed to use a formula that                                                               
takes the average per capita of  the state, multiplies it by 225,                                                               
and  divides   it  by  municipal  population.   That  lowers  the                                                               
effective mil rate to keep it below  30 mils. Today it is at 29.7                                                               
mils  for its  operating budget  and 40.22  mils for  debt, which                                                               
comes to  69.97. They get to  make that choice. Today,  the North                                                               
Slope  Borough  has  approximately   6,894  people.  Through  the                                                               
optional  calculation  for  North Slope  Borough,  the  municipal                                                               
population is counted as 13,047.                                                                                                
                                                                                                                                
9:42:45 PM                                                                                                                    
MR. DICKINSON  answered yes.  Those options  are defined  in law,                                                               
and the issue  went as far as the Supreme  Court about five years                                                               
ago, which affirmed it.  Because it  is in law, it remains in the                                                               
purview of the legislature.                                                                                                     
                                                                                                                                
SENATOR BUNDE  said one might refer  to this amendment as  a belt                                                               
and suspenders. When  dealing with $5 to $10  billion, that might                                                               
be  a  good  investment.  The numbers  may  be  speculative,  but                                                               
wherever underground resources  are found, they belong  to all of                                                               
the people of  the state, not to a  particular geographic region.                                                               
When  hyperinflation hits,  which will  happen when  the pipeline                                                               
goes through, all communities will suffer economic impacts.                                                                     
                                                                                                                                
9:44:21 PM                                                                                                                    
SENATOR  OLSON  said  that  he  is not  sure  what  the  previous                                                               
speaker's point  was, but he would  like to go back  to the point                                                               
that Senator  Wilken made and  ask whether the option  that North                                                               
Slope Borough  has chosen differs  from what other  boroughs have                                                               
available to them.                                                                                                              
                                                                                                                                
SENATOR WILKEN responded that the  provision was included because                                                               
of  the  boroughs  extraordinary  wealth.  Any  borough  has  the                                                               
option, but only one has the wealth to use it.                                                                                  
                                                                                                                                
9:45:23 PM                                                                                                                    
CHAIR SEEKINS  asked if  there is a  continuing objection  to the                                                               
motion to adopt Amendment 12.                                                                                                   
                                                                                                                                
SENATOR OLSON objected.                                                                                                         
                                                                                                                                
The roll was called:                                                                                                            
                                                                                                                                
       Yea: Senator Bunde, Senator Dyson, Senator Wilken,                                                                       
     Senator Green, Senator Wagoner, Senator Seekins                                                                            
                                                                                                                                
         Nay: Senator Kookesh, Senator Stevens, Senator                                                                         
     Stedman, Senator Olson, Senator Elton, Senator Hoffman                                                                     
                                                                                                                                
     Amendment 12 failed to be adopted by a vote of 6 yeas,                                                                     
     6 nays                                                                                                                     
                                                                                                                                
9:46:12 PM                                                                                                                    
CHAIR  SEEKINS moved  on.  There were  no  questions or  proposed                                                               
amendments to Sections 18-22.                                                                                                   
                                                                                                                                
9:47:37 PM                                                                                                                    
CHAIR  SEEKINS  asked  if  there were  any  other  sections  that                                                               
members would like added back into Version F.                                                                                   
                                                                                                                                
SENATOR BEN STEVENS  reminded Chair Seekins that  Amendment 6 (to                                                               
Version G)  is still on  the table. In  the interest of  time, he                                                               
asked to reserve the  right to offer it on the  floor if there is                                                               
no other debate.                                                                                                                
                                                                                                                                
CHAIR SEEKINS agreed.                                                                                                           
                                                                                                                                
SENATOR ELTON asked what sections of G have been dropped.                                                                       
                                                                                                                                
9:48:39 PM                                                                                                                    
SENATOR WILKEN answered that the  sections deleted from Version G                                                               
were Sections  3, 4 and  7; Sections 11  and 16 were  deleted but                                                               
put back into Version F.                                                                                                        
                                                                                                                                
MR. DONOHUE  explained that Section  3 made it clear  that fiscal                                                               
terms  can relate  to "related  parties," including  the mainline                                                               
LLCs and other  LLCs.  The deleted language  in sub-paragraph (1)                                                               
clarified  that fiscal  terms are  not restricted  to activities,                                                               
income, and property related to  the specific approved, qualified                                                               
project.  Sub-paragraph  (2)  related to  broad  amendments  that                                                               
would allow  the fiscal contract  to negotiate terms  that varied                                                               
from the oil  and gas lease agreements and  unit agreements. Sub-                                                               
paragraph (3) provided  authority for the state  to negotiate for                                                               
the receipt of production taxes in kind rather than in value.                                                                   
                                                                                                                                
9:52:14 PM                                                                                                                    
MR.  DONOHUE explained  that Section  4 of  Version G  relates to                                                               
amendments to the  contract development provisions. Sub-paragraph                                                               
(1) clarifies  that fiscal certainty  can attach to oil  and that                                                               
credits  can   be  provided  for  investments   in  the  project,                                                               
specifically  in   the  fiscal   contract  and  not   related  to                                                               
provisions  of excess  profits tax  (EPT) and  related tax.  Sub-                                                               
paragraph  (2), lines  11-12, relates  to  provisions that  would                                                               
expand  the  scope of  43.82.220  beyond  the authority  to  vary                                                               
royalty-in-kind  notice and  timing  provisions, and  royalty-in-                                                               
value valuation methodologies to  include variations from oil and                                                               
gas lease  agreements and  unit agreements.  On lines  23-24, the                                                               
language    authorizes    the   administration    to    negotiate                                                               
administrative  determination   contractual  provisions   and  is                                                               
associated with a repealer of  43.82.445. Sub-paragraph (7) would                                                               
broaden the authority of Section 7  to authorize all the terms of                                                               
the contract that are not specifically mentioned in 43.82.200.                                                                  
                                                                                                                                
9:54:23 PM                                                                                                                    
MR.  DONOHUE  went on  to  explain  that  some of  the  preceding                                                               
deletions relate to Section 7,  43.82.220(a), which would broaden                                                               
the authority  of the  state to  negotiate provisions  that would                                                               
vary from  leases and unit  agreements within the context  of the                                                               
fiscal  contract. Specifically  sub-paragraph  (1) clarifies  the                                                               
state's right to enter into  shipping commitments for the life of                                                               
the  agreement, and  to specify  by the  deletion of  the current                                                               
sub-paragraph  (3)  that  the  state's  commitment  to  take  its                                                               
royalty share  in value  is not limited  to initial  purchase and                                                               
sale agreements.  Sub-paragraph (2), lines 21-23  are intended to                                                               
authorize  certain provisions  of the  fiscal contract  that vary                                                               
from lease terms and, in some cases, the terms of title 38.                                                                     
                                                                                                                                
9:55:56 PM                                                                                                                    
CHAIR  SEEKINS  said  that  the  deletions  did  not  necessarily                                                               
reflect  a  lack of  intent  to  consider these  provisions;  but                                                               
members felt they did not have  enough information to act on them                                                               
at this time.                                                                                                                   
                                                                                                                                
MR. CLARK  stressed that these  are provisions that will  have to                                                               
be discussed at  a later time, as  they will be needed  to make a                                                               
contract work.                                                                                                                  
                                                                                                                                
9:57:06 PM                                                                                                                    
SENATOR GREEN  moved to report  CSSB 3002 Version F,  as amended,                                                               
from committee.                                                                                                                 
                                                                                                                                
SENATOR WILKEN, SENATOR BUNDE and SENATOR ELTON objected.                                                                       
                                                                                                                                
SENATOR  WILKEN  explained   he  would  like  to   see  what  the                                                               
administration does  to address public comments  before giving it                                                               
further authority. He also wants to  see the LLC agreement and do                                                               
more work on how the PILT will be distributed.                                                                                  
                                                                                                                                
9:59:08 PM                                                                                                                    
SENATOR  ELTON explained  that, in  addition to  Senator Wilken's                                                               
concerns, he  is not  comfortable with  the piecemeal  fashion in                                                               
which these amendments are being handled.                                                                                       
                                                                                                                                
SENATOR BUNDE said he shares Senator Wilken's concerns.                                                                         
                                                                                                                                
CHAIR  SEEKINS said  he intended  to vote  for the  bill because,                                                               
even  though more  work is  needed, it  provides some  sideboards                                                               
that might help in further negotiations.                                                                                        
                                                                                                                                
10:02:48 PM                                                                                                                   
SENATOR HOFFMAN agreed with Chair Seekins that this is just a                                                                   
step toward moving the project forward.                                                                                         
                                                                                                                                
10:03:50 PM                                                                                                                   
CHAIR SEEKINS asked for further comment. There was none.                                                                        
                                                                                                                                
The roll was called:                                                                                                            
                                                                                                                                
       Yea: Senator Hoffman, Senator Ben Stevens, Senator                                                                       
     Stedman, Senator Green, Senator Seekins                                                                                    
                                                                                                                                
      Nay: Senator Elton, Senator Kookesh, Senator Bunde,                                                                       
     Senator Olson, Senator Dyson, Senator Wilken, Senator                                                                      
     Wagoner                                                                                                                    
                                                                                                                                
     CSSB 3002(NGD), Version F, as amended, failed to move                                                                      
     from committee by a vote of 5 yeas and 7 nays.                                                                             

Document Name Date/Time Subjects