Cover Letter: Proposed Prospective Purchaser Agreement

January 28, 2002

re: Prospective Purchaser Agreement/Pittsfield Economic Development Authority

Dear Sir or Madam:

As an additional step toward eventual redevelopment of the GE facility in Pittsfield, the U.S. Environmental Protection Agency and the Pittsfield Economic Development Authority ("PEDA") have signed, and EPA is submitting for public comment, a "Prospective Purchaser Agreement and Covenant Not To Sue ("Agreement"). The Agreement covers the approximately 52 acres of land to be transferred from General Electric to PEDA under the previously agreed-on Definitive Economic Development Agreement. The Agreement provides PEDA with certain protection from being sued by the United States for liability associated with existing contamination on the property PEDA is purchasing.

As you probably know, existing contamination on the portion of the GE facility to be acquired by PEDA is already slated to be cleaned up by GE as part of the Consent Decree covering Site remediation. After the remediation is completed, Site redevelopment can begin.

Attached is a copy of the Agreement. EPA has submitted a notice of the Agreement to the Federal Register. The notice was published in the Federal Register on January 25, 2002. The Agreement will be subject to a thirty-day public comment period. All comments must be submitted on or before February 25, 2002. After the comment period, EPA may modify or withdraw its consent to the Agreement if comments received disclose facts or considerations which indicate that executing the Agreement is inappropriate, improper, or inadequate.

Comments should be addressed to the Regional Hearing Clerk, U.S. Environmental Protection Agency, Region I, One Congress Street, Suite 1100, Mailcode RAA, Boston, MA 02114, and should refer to In re: Pittsfield Economic Development Authority (PEDA) related to CERCLA Site known as the GE-Pittsfield/Housatonic River Site, U.S.EPA Docket No. CERCLA-01-2002-0007.

The Agreement can also be found on the EPA web site at http://www.epa.gov/region01/ge under Redevelopment.

For further information please contact me at (617) 918-1213, or Bryan Olson at (617) 918-1365. Also, if you or your counsel have legal questions, you can contact Tim Conway at (617) 918-1705.

Sincerely,

Rose H. Howell
U.S. EPA, Paralegal