ATTACHMENTS ATTACHMENT GG NETWORK UPGRADE CHARGE

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1 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS ATTACHMENT GG NETWORK UPGRADE CHARGE 1. Network Upgrade Cost Allocation: This Attachment GG sets forth the method for calculating and collecting the charges associated with Network Upgrades and for distributing the revenues associated with such charges. This Attachment applies to those Network Upgrades that are determined under Attachment FF to be subject to this Attachment GG that are not subject to the cost recovery provisions of Attachment N. The charges under this Attachment GG shall be in addition to any charges under Schedules 7, 8, 9, 26-A and Determination of Network Upgrade Charge ( NUC ): (a) The Transmission Provider shall identify in this Attachment GG all Network Upgrades eligible under Attachment FF that form the basis of the NUC. Such designations shall be the same as those made for the relevant Network Upgrades in the MTEP. The NUC for each eligible project shall be its adjusted annual revenue requirement as computed in Section 3 below. In conjunction with providing its annual Attachment O, each Transmission Owner and/or ITC shall furnish to the Transmission Provider: (1) its NUC for each Network Upgrade subject to this Attachment GG as calculated below; and (2) its twelve (12) monthly transmission system peaks determined in accordance with Attachment O. Effective On: July 1, 2016

2 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS (b) (c) The Transmission Provider shall apportion the NUC from (a) above in accordance with the applicable Attachment FF. For purposes of preparing Attachment GG, each Transmission Owner and/or ITC must utilize the same test period that is utilized in the preparation of its Attachment O. (d) Projects included in Attachment GG must be in-service prior to or during the test period indicated in (c) above. If the Transmission Owner and/or ITC receives FERC approval to include specific Network Upgrades that are recorded in construction work in progress (CWIP) but not yet in-service in the annual revenue requirement calculation, and the Transmission Provider includes such Network Upgrades on Appendix A of the MISO Transmission Expansion Plan, those projects may be included in Attachment GG provided the Transmission Owner and/or ITC supplies the Transmission Provider with evidence of FERC approval. (e) In order to prevent over recovery of Attachment O revenue, the revenue requirement calculated pursuant to Attachment GG (Attachment GG template, Page 2, Line 3, Column 10) will be subtracted by each Transmission Owner and ITC from their respective Attachment O revenue requirement. (f) The Network Upgrade annual revenue requirement apportioned to a pricing zone shall be the sum of all Transmission Owner and/or ITC s NUCs for the pricing zone including those NUCs allocated on a system-wide basis to all pricing zones as provided under Attachment FF, or to pricing zones in a specific Planning Area where a project terminates exclusively pursuant to Attachment FF-6. The Transmission Provider shall calculate rates to be collected pursuant to Schedule 26 for each pricing Effective On: July 1, 2016

3 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS zone by taking the sum of the NUCs from the previous sentence and dividing by the current rate divisor 1 from Attachment O, Page 1, Line 15 in kw multiplied by 1000 to calculate an annual rate per MW. The per-unit rates will be calculated as: The monthly rate per MW will be the annual rate divided by 12 The weekly rate per MW will be the annual rate divided by 52 The On-Peak daily rate per MW will be the annual rate divided by 260 (capped at weekly rate) The On-Peak hourly rate per MW will be the annual Rate divided by 4160 (capped at weekly and daily rates) The Off-Peak daily rate per MW will be the annual rate divided by 365 The Off-Peak hourly per MW will be annual rate divided by 8760 (g) Drive-through and drive-out Transmission Service shall be charged a rate that is (1) the sum of all Transmission Owner and/or ITC NUCs apportioned to pricing zones divided by (2) the sum of the twelve (12) monthly transmission system peaks from Section 2(a)(2) above for all pricing zones. (h) American Transmission Systems, Incorporated (ATSI) has withdrawn from the Transmission Provider and integrated into PJM Interconnection, L.L.C. effective June 1, (1) Under Schedule 26, upon ATSI s integration into PJM Interconnection, L.L.C. effective June 1, 2011, Transmission Customers taking Transmission Service pay a portion of the revenue requirements of MTEP Effective On: July 1, 2016

4 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Projects (as defined in Schedule 37) approved by the Transmission Provider Board for construction by ATSI. Under Schedule 38, Duke Energy Ohio, Inc. (DEO) and Duke Energy Kentucky, Inc. (DEK) (or transmission customers in PJM's DEOK Zone as more fully described in Appendix 1 to Schedule 38) make comparable payments. As a result of ATSI s withdrawal from the Transmission Provider, effective June 1, 2011, this portion of the revenue requirements of MTEP Projects (as defined in Schedule 37) approved by the Transmission Provider Board for construction by ATSI, will no longer be calculated under this Attachment GG, and will be calculated under Schedule 37. This revenue requirement (as determined in Schedule 37, Section IV) will be included in the determination of the NUC under this Attachment GG for charges and revenue distributions under Schedules 26, 37 and 38. (2) Likewise, under Schedule 37, effective June 1, 2011, ATSI (as defined in Schedule 37) is responsible for paying a portion of the revenue requirements of MTEP Projects (as defined in Schedule 37) approved by the Transmission Provider Board for construction by MISO Transmission Owners (as defined in Schedule 37). As a result of ATSI s withdrawal from the Transmission Provider, effective June 1, 2011, rates for ATSI (as defined in Schedule 37) will no longer be calculated under this Attachment GG or Schedule 26. (3) The annual revenue requirement reflecting the ongoing financial obligation of ATSI (as defined in Schedule 37) payable to the MISO Transmission Owners (as defined in Schedule 37) will be calculated in accordance with Effective On: July 1, 2016

5 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS this Attachment GG and Schedule 26 and included in the calculation of the Schedule 26 Drive-through and drive-out Transmission Service rates described in 2(g) above. (4) The revenue requirement reflecting the various MISO Zones' (as defined in Schedule 37) obligation to ATSI (as defined in Schedule 37), calculated pursuant to Schedule 37, will be included in the Schedule 26 zonal rate calculations but will be excluded from the Schedule 26 Drive-through and drive-out Transmission Service rates described in 2(g) above. (5) ATSI (as defined in Schedule 37) will no longer receive a pro rata share of the Schedule 26 revenues collected by the Transmission Provider related to Drive-through and drive-out Point-to-Point Transmission Service reservations. (i) DEO and DEK have withdrawn from the Transmission Provider and integrated into PJM Interconnection, L.L.C. effective January 1, (1) Under Schedule 26, upon DEO and DEK s (as defined in Schedule 38) integration into PJM Interconnection, L.L.C. effective January 1, 2012, Transmission Customers taking Transmission Service pay a portion of the revenue requirements of MTEP Projects (as defined in Schedule 38) approved by the Transmission Provider Board for construction by DEO and DEK. Under Schedule 37, upon DEO and DEK s integration into PJM Interconnection, L.L.C. effective January 1, 2012, ATSI makes a comparable payment. Effective January 1, Effective On: July 1, 2016

6 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS , revenue requirements of MTEP Projects (as defined in Schedule 38) of DEO and DEK will no longer be calculated under this Attachment GG and will be calculated pursuant to Schedule 38. This revenue requirement (as determined in Schedule 38, Section IV) will be included in the determination of the NUC under this Attachment GG for charges and revenue distributions under Schedules 26, 37 and 38. (2) Likewise, under Schedule 38, effective January 1, 2012, DEO and DEK are responsible for paying a portion of the revenue requirements of MTEP Projects (as defined in Schedule 38) approved by the Transmission Provider Board for construction by MISO Transmission Owners and ATSI. (3) The annual revenue requirement reflecting the ongoing financial obligation of DEO and DEK payable to the MISO Transmission Owners and ATSI calculated in accordance with this Attachment GG and Schedules 37 and 38 will be included in the calculation of the Schedule 26 Drive-through and drive-out Transmission Service rates described in 2(g) above. (4) The revenue requirement reflecting the various Transmission Provider zones obligation and ATSI s obligation to DEO and DEK, calculated pursuant to Schedule 38, will be included in the Schedule 26 zonal rate calculations but will be excluded from the Schedule 26 Drive-through and drive-out Transmission Service rates described in 2(g) above. Effective On: July 1, 2016

7 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS (5) DEO and DEK will no longer receive a pro rata share of the Schedule 26 revenues collected by the Transmission Provider related to Drive-through and drive-out Point-to-Point Transmission Service reservations. (j) Revenue requirements for non-transmission Owner or non-itc Selected Developer Competitive Transmission Facilities that are not MVPs for which the non-transmission Owner or non-itc Selected Developers or non-transmission Owner or non-itc Proposal Participants recover Competitive Transmission Facility revenue requirements in accordance with Schedule 48, as authorized by FERC, will be included in the determination of the NUC under this Attachment GG for charges and revenue distributions under Schedule 26. Updates to revenue requirements under Schedule 48 shall be submitted to the Transmission Provider in accordance with Schedule 48 or its designated formula rate protocols. 3. Calculation of the NUC: (a) The NUC shall be allocated as follows: (1) Annual Allocation Factors shall be calculated for the following five (5) cost of service elements, expressed as a percentage, using the formulae included in this Attachment GG which utilizes select entries from the currently effective Attachment O: a. Operation and Maintenance Expense b. General and Common Depreciation Expense c. Taxes Other Than Income Taxes Effective On: July 1, 2016

8 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS d. Income Taxes e. Return (2) Subsections (3) through (9) describe the calculation of the Annual Allocation Factors using references to the Attachment O, FERC Form 1, formula rate. Table 1 provides the cross-references to RUS Form 12 and EIA Form 412 versions of Attachment O to calculate the Annual Allocation Factors for publicly-owned Transmission Owners. (3) The Operation and Maintenance Annual Allocation Factor shall be determined by dividing the amount included on Attachment O, Page 3, Line 8, Column 5 by the amount of Gross Transmission Plant In-Service included on Attachment O, Page 2, Line 2, Column 5. The Gross Transmission Plant In-Service shall include any CWIP including in Rate Base, if applicable. (4) The General and Common Depreciation Expense Annual Allocation Factor shall be determined by dividing the amount included on Attachment O, Page 3, Lines 10 & 11, Column 5 by the amount of Gross Transmission Plant In-Service included on Attachment O, Page 2, Line 2, Column 5. The Gross Transmission Plant In- Service shall include any CWIP included in Rate Base, if applicable. (5) The Taxes Other Than Income Taxes Annual Allocation Factor shall be determined by dividing the amount included on Attachment O, Page 3, Line 20, Column 5 by the amount of Gross Transmission Plant In-Service Effective On: July 1, 2016

9 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS included on Attachment O, Page 2, Line 2, Column 5. The Gross Transmission Plant In-Service shall include any CWIP included in Rate Base, if applicable. (6) The Annual Allocation Factor for Expense shall be the sum of (3), (4) and (5) above. (7) The Income Tax Annual Allocation Factor shall be determined by dividing the amount included on Attachments O, Page 3, Line 27, Column 5 by the amount included for the Net Transmission Plant In-Service Attachment O, Page 2, Line 14, Column 5. The Net Transmission Plant In-Service shall include any CWIP included in Rate Base if applicable. This component shall be zero for publicly-owned Transmission Owners. (8) The Return Annual Allocation Factor shall be determined by dividing the amount included on Attachment O, Page 3, Line 28, Column 5 by the amount of Net Transmission Plant In-Service included on Attachment O, Page 2, Line 14, Column 5. The Net Transmission Plant In-Service shall include any CWIP included in Rate Base, if applicable. (9) The Annual Allocation Factor for Return shall be the sum of (7) and (8) above. (10) The NUC to be used in Schedule 26 for each individual project subject to this Attachment GG shall be the sum of the project s Annual Expense Charge plus the project s Annual Return Charge plus the Project s Depreciation Expense plus any applicable True-Up Adjustment, where: Effective On: July 1, 2016

10 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS a. Annual Expense Charge equals the project s Gross Plant multiplied by the Annual Allocation Factor for Expense calculated in (6) above; b. Annual Return Charge equals the project s Net Plant multiplied by the Annual Allocation Factor for Return calculated in (9) above; c. Depreciation Expense equals the actual value booked, or projected to be booked for forward-looking rate periods, for the project and included in Attachment O, Page 3, Line 12, column 5. Only Transmission Owners and/or ITCs that have received Commission approval to use a forward-looking test period to determine Attachment O rates may use projected values; d. True-Up Adjustment equals any applicable Attachment GG true-up amount calculated under a FERCaccepted mechanism for a particular Transmission Owner; and e. The project s Gross Plant and Net Plant values shall be the respective balances for the facilities comprising the project as incorporated in the Gross Plant values from Attachment O as identified in (3), (4) and (5) above and Net Plant values from Attachment O as identified in (7) and (8) above. These balances shall reflect any retirements or subsequent like kind replacements associated with the ongoing maintenance of the facilities identified in the project. (11) Each individual project shall be identified separately as a sub-row of line 1 on page 2 of the Attachment GG Effective On: July 1, 2016

11 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS template attached, to be identified as line 1a, 1b, etc. The Transmission Owner shall add additional sub-rows to line 1 as needed to accommodate additional projects. (Note: An example of the operation of this NUC mechanism is appended to this Attachment GG after the Attachment GG Rate Formula Template) (b) Nothing contained in this Attachment GG shall limit the right of an ITC and/or Transmission Owner under Section 205 of the Federal Power Act and consistent with the ISO Agreement to file with the Commission individually and unilaterally to recover the cost of a Network Upgrade in a manner other than that specified in this Attachment GG, including, but not limited to recover rate incentives not specified herein and to recover the cost of Network Upgrades through its pricing zone rates under Schedules 7, 8, and 9 as calculated pursuant to Attachment O. 4. Network Upgrades Recovered under Attachment O Subject to agreement between or among the Transmission Owner and/or ITCs constructing, owning or financing the Network Upgrade within the affected pricing zone(s), to the extent that one Transmission Owner and/or ITC completes a Network Upgrade that benefits Transmission Customers in one or more additional pricing zones separate from those upgrades accruing benefits only to the individual Transmission Owner and/or ITC pricing zone and in the event the Network Upgrade is not recorded on the books of the Transmission Owner and/or ITC as transmission plant subject to recovery in state and federal rates, a regulatory asset will be set up on the accounting systems for each affected Transmission Owner and/or ITC equivalent Effective On: July 1, 2016

12 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS to its share of the Network Upgrade costs. The regulatory asset will be recognized as a new Line 29a on Page 2 of Attachment O subject to regulatory approval revising Attachment O as such. Such regulatory asset will be subject to the average depreciation rate of the pricing zone s other transmission plant. To the extent that adjacent Transmission Owner and/or ITCs construct and own portions of a Network Upgrade, the regulatory asset methodology described herein shall be used to allocate these costs to match the benefits accruing to those Transmission Customers to the greatest extent practicable. Attachment GG - Generic Formula Rate calculation Rate Formula Template For the 12 months ended 12/31/ Utilizing Attachment O Data MISO Generic Company Page 1 of 2 To be completed in conjunction with Attachment O. (1) (2) (3) (4) Attachment O Line Page, Line, Col. Transmission Allocator No. 1 Gross Transmission Plant Total Attach O, Page 2, Line 2, Col. 5 (Note A) 0 Effective On: July 1, 2016

13 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Net Transmission Plant Total Attach O, Page 2, Lines 14 and 23b, Col. 5 (Note B) 0 O&M EXPENSE 3 Total O&M Allocated to Transmission Attach O, Page 3, Line 8, Col Annual Allocation Factor for O&M (Line 3 divided by Line 1, Col. 3) 0.00% 0.00% GENERAL AND COMMON (G&C) DEPRECIATION EXPENSE 5 Total G&C Depreciation Expense Attach O, Page 3, Lines 10 & 11, Col. 5 (Note H) 0 6 Annual Allocation Factor for G&C Depreciation Expense (Line 5 divided by Line 1, Col. 3) 0.00% 0.00% TAXES OTHER THAN INCOME TAXES 7 Total Other Taxes Attach O, Page 3, Line 20, Col Annual Allocation Factor for Other Taxes (Line 7 divided by Line 1, Col. 3) 0.00% 0.00% 9 Annual Allocation Factor for Expense Sum of lines 4, 6 & % INCOME TAXES 10 Total Income Taxes Attach O, Page 3, Line 27, Col Annual Allocation Factor for Income Taxes (Line 10 divided by Line 2, Col. 3) 0.00% 0.00% RETURN 12 Return on Rate Base Attach O, Page 3, Line 28, Col Annual Allocation Factor for Return on Rate Base (Line 12 divided by Line 2, Col. 3) 0.00% 0.00% 14 Annual Allocation Factor for Return Sum of lines 11 & % Effective On: July 1, 2016

14 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Attachment GG - Generic Formula Rate calculation Rate Formula Template For the 12 months ended 12/31/ Utilizing Attachment O Data MISO Generic Company Page 2 of 2 Network Upgrade Charge Calculation by Project (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) Annual Annual MTEP Allocation Annual Allocation Annual Project Network Line Project Project Gross Factor for Expense Project Net Factor for Return Depreciation Annual Revenue True-Up Upgrade No. Project Name Number Plant Expense Charge Plant Return Charge Expense Requirement Adjustment Charge Sum Col. 10 & 11 (Note C) (Page 1, Line 9) (Col. 3 * Col. 4) (Note D) (Page 1, Line 14) (Col. 6 * Col. 7) (Note E) (Sum Col. 5, 8 & 9) (Note F) (Note G) 1a Project 1 P1 $0 0.00% $0 $0 0.00% $0 $0 $0 $0 $0 1b Project 2 P2 $0 0.00% $0 $0 0.00% $0 $0 $0 $0 $0 1c Project 3 P3 $0 0.00% $0 $0 0.00% $0 $0 $0 $0 $0 2 Annual Totals $0 $0 $0 3 Rev. Req. Adj for Attachment O $0 Effective On: July 1, 2016

15 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Note Letter A Gross Transmission Plant is that identified on Page 2, Line 2 of Attachment O and includes any sub lines 2a or 2b etc. and is inclusive of any CWIP included in rate base when authorized by FERC order less any prefunded AFUDC, if applicable. B Net Transmission Plant is that identified on Page 2, Line 14 of Attachment O and includes any sub lines 14a or 14b etc. and is inclusive of any CWIP included in rate base when authorized by FERC order less any prefunded AFUDC, if applicable. C Project Gross Plant is the total capital investment for the project calculated in the same method as the gross plant value in Line 1 and includes CWIP in rate base less any prefunded AFUDC, if applicable. This value includes subsequent capital investments required to maintain the facilities to their original capabilities. D Project Net Plant is the Project Gross Plant Identified in Column 3 less the associated Accumulated Depreciation. E Project Depreciation Expense is the actual value booked for the project and included in the Depreciation Expense in Attachment O, Page 3, Line 12. F True-Up Adjustment is included pursuant to a FERC approved methodology, if applicable. G The Network Upgrade Charge is the value to be used in Schedules 26, 37 and 38. H The Total General and Common Depreciation Expense excludes any depreciation expense directly associated with a project and thereby included in Page 2, Column 9. Effective On: July 1, 2016

16 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Table 1 Cross Reference to Attachment O for Completion of Attachment GG Attachment GG FERC Form 1 EIA Form 412 Non-Levelized EIA Form 412 Cash Flow RUS Form 12 Non-Levelized RUS Form 12 Cash Flow Gross Transmission Plant Page 1, Line 1, Col. 3 Page 2, Line 2, Col. 5 Page 2, Line 2, Col. 5 Page 3, Line 2, Col. 5 Page 2, Line 2, Col. 5 Page 3, Line 2, Col. 5 Net Transmission Plant* Page 1, Line 2, Col. 3 Page 2, Line 14, Col. 5 Page 2, Line 14, Col. 5 Page 3, Line 2, Col. 5 Page 2, Line 14, Col. 5 Page 3, Line 2, Col. 5 O&M Expense Page 1, Line 3, Col. 3 Page 3, Line 8, Col. 5 Page 3, Line 8, Col. 5 Page 2, Line 8, Col. 5 Page 3, Line 8, Col. 5 Page 2, Line 8, Col. 5 General and Common Depreciation Expense Page 1, Line 5, Col. 3 P. 3, Lines 10&11, Col. 5 P. 3, Lines 10&11, Col. 5 N/A Page 3, Lines 10 & 11, Col. 5 N/A Taxes Other Than Income Taxes Page 1, Line 7, Col. 3 Page 3, Line 20, Col. 5 Page 3, Line 20, Col. 5 Page 2, Line 19, Col. 5** Page 3, Line 20, Col. 5 Page 2, Line 19, Col. 5 Total Income Taxes Page 1, Line 10, Col. 3 Page 3, Line 27, Col. 5 Page 3, Line 27, Col. 5 N/A Page 3, Line 27, Col. 5 N/A Return on Rate Base Page 1, Line 12, Col. 3 Page 3, Line 28, Col. 5 Page 3, Line 28, Col. 5 Page 2, Line 11, Col. 5 & Page 3, Line 28, Col. 5 Page 2, Line 11, Col. 5 & Page 2, Line 21, Col. 5*** Page 2, Line 21, Col. 5 Notes: * The Net Transmission Plant for Transmission Owners using an Attachment O based on either EIA Form 412 Cash Flow or RUS Form 12 Cash Flow shall use their Gross Transmission Plant from Page 2, Line 2, Column 5 for a Net Transmission Plant value. These two Attachment Os do not allow for the recovery of depreciation expense nor do they decrement rate base for accumulated depreciation, therefore to maintain a consistent methodology between Attachment O and Attachment GG no depreciation expense would be recovered under Attachment GG nor would any accumulated depreciation be included in the calculation of the Net Transmission Plant balances. ** The Taxes Other Than Income Taxes for SMMPA s EIA Form 412 Cash Flow Attachment O shall use Page 2, Line 20, Col. 5. *** The Return on Rate Base for SMMPA s EIA Form 412 Cash Flow Attachment O shall use Page 2, Line 12, Col. 5 and Page 2, Line 22, Col. 5. Effective On: July 1, 2016

17 ATTACHMENT GG Network Upgrade Charge ATTACHMENTS Table 2 Transmission Expansion Projects Authorized for Network Upgrade Charge (reserved ) 1 Loads that are included in the Attachment O rate divisor for the NSP Companies pricing zone (zone 16), but are located in the OTP load balancing area and are charged the applicable OTP pricing zone (zone 18) Schedule 26 rate, shall be excluded from the zone 16 Schedule 26 rate divisor and included in the zone 18 Schedule 26 rate divisor for purposes of calculating the Schedule 26 rates in zones 16 and 18. Effective On: July 1, 2016

18 ATTACHMENT GG GRE Network Upgrade Charge ATTACHMENT GG GRE NETWORK UPGRADE CHARGE 1. Network Upgrade Cost Allocation: This Attachment GG - GRE sets forth the method for calculating and collecting the charges associated with Network Upgrades and for distributing the revenues associated with such charges. This Attachment applies to those Network Upgrades that are determined under Attachment FF to be subject to this Attachment GG - GRE that are not subject to the cost recovery provisions of Attachment N. The charges under this Attachment GG - GRE shall be in addition to any charges under Schedules 7, 8, 9, 26-A and Determination of Network Upgrade Charge ( NUC ): (a) The Transmission Provider shall identify in this Attachment GG - GRE all Network Upgrades eligible under Attachment FF that form the basis of the NUC. Such designations shall be the same as those made for the relevant Network Upgrades in the MTEP. The NUC for each eligible project shall be its adjusted annual revenue requirement as computed in Section 3 below. In conjunction with providing its annual Attachment O - GRE, Great River Energy shall furnish to the Transmission Provider: (1) its NUC for each Network Upgrade subject to this Attachment GG - GRE as calculated below; and (2) its twelve (12) monthly transmission system peaks determined in accordance with Attachment O - GRE. (b) The Transmission Provider shall apportion the NUC from (a) above in accordance with the applicable Attachment FF.

19 ATTACHMENT GG GRE Network Upgrade Charge (c) For purposes of preparing Attachment GG - GRE, Great River Energy must utilize the same test period that is utilized in the preparation of its Attachment O - GRE. (d) Projects included in Attachment GG - GRE must be in-service prior to or during the test period indicated in (c) above. If the Great River Energy receives FERC approval to include specific Network Upgrades that are recorded in construction work in progress (CWIP) but not yet in-service in the annual revenue requirement calculation, and the Transmission Provider includes such Network Upgrades on Appendix A of the MISO Transmission Expansion Plan, those projects may be included in Attachment GG - GRE provided that Great River Energy supplies the Transmission Provider with evidence of FERC approval. (e) In order to prevent over recovery of Attachment O - GRE revenue, the revenue requirement calculated pursuant to Attachment GG - GRE (Attachment GG - GRE template, Page 2, Line 3, Column 10a) will be subtracted from Great River Energy s Attachment O - GRE revenue requirement. (f) The NUC is a zonal rate charged via Schedule 26. The Network Upgrade annual revenue requirement apportioned to a pricing zone shall be the sum of all Transmission Owner and/or ITC s NUCs for the pricing zone including those NUCs allocated on a system-wide basis to all pricing zones as provided under Attachment FF. Section 2 of the Transmission Provider s pro forma Attachment GG provides a complete description of the development and application of the NUC. 3. Calculation of the NUC: (a) The NUC shall be allocated as follows:

20 ATTACHMENT GG GRE Network Upgrade Charge i. Annual Allocation Factors shall be calculated for the following six (6) cost of service elements, expressed as a percentage, using the formulae included in this Attachment GG - GRE which utilizes select entries from the currently effective Attachment O GRE: a. Operation and Maintenance Expense b. General and Common Depreciation Expense c. Taxes Other Than Income Taxes d. Income Taxes e. Return f. Incentive Return ii. Subsections (iii) through (x) describe the calculation of the Annual Allocation Factors using references to the Attachment O GRE. iii. The Operation and Maintenance Annual Allocation Factor shall be determined by dividing the amount included on Attachment O - GRE, Page 3, Line 8, Column 5 by the amount of Gross Transmission Plant In-Service included on Attachment O - GRE, Page 2, Line 2, Column 5. The Gross Transmission Plant In-Service shall include any CWIP included in Rate Base (Attachment O-GRE, Page 2, Line 18a, Column 5) and Prefunded AFUDC on CWIP in Rate Base (Attachment O-GRE, Page 2, Line 23a, Column 5), if applicable. iv. The General and Common Depreciation Expense Annual Allocation Factor shall be determined by dividing the amount included on Attachment O - GRE, Page 3, Lines 10 & 11, Column 5 by the amount of Gross Transmission Plant

21 ATTACHMENT GG GRE Network Upgrade Charge In-Service included on Attachment O - GRE, Page 2, Line 2, Column 5. The Gross Transmission Plant In-Service shall include any CWIP included in Rate Base, if applicable. v. The Taxes Other Than Income Taxes Annual Allocation Factor shall be determined by dividing the amount included on Attachment O - GRE, Page 3, Line 20, Column 5 by the amount of Gross Transmission Plant In-Service included on Attachment O - GRE, Page 2, Line 2, Column 5. The Gross Transmission Plant In-Service shall include any CWIP included in Rate Base (Attachment O - GRE, Page 2, Line 18a, Column 5) and Prefunded AFUDC on CWIP in Rate Base (Attachment O - GRE, Page 2, Line 23a, Column 5), if applicable. vi. The Annual Allocation Factor for Expense shall be the sum of (iii), (iv), and (v) above. vii. The Income Tax Annual Allocation Factor shall be determined by dividing the amount included on Attachments O - GRE, Page 3, Line 27, Column 5 by the amount included for the Net Transmission Plant In-Service Attachment O - GRE, Page 2, Line 14, Column 5. The Net Transmission Plant In-Service shall include any CWIP included in Rate Base (Attachment O - GRE, Page 2, Line 18a, Column 5), Prefunded AFUDC on CWIP in Rate Base (Attachment O - GRE, Page 2, Line 23a, Column 5), and the Unamortized Balance of Abandoned Plant (Attachment O - GRE, Page 2, Line 23b, Column 5), if applicable.

22 ATTACHMENT GG GRE Network Upgrade Charge This component shall be zero for publicly-owned Transmission Owners. viii. The Return Annual Allocation Factor shall be determined by dividing the amount included on Attachment O - GRE, Page 3, Line 28, Column 5 by the amount of Net Transmission Plant In-Service included on Attachment O - GRE, Page 2, Line 14, Column 5. The Net Transmission Plant In-Service shall include any CWIP included in Rate Base (Attachment O - GRE, Page 2, Line 18a, Column 5), Prefunded AFUDC on CWIP in Rate Base (Attachment O - GRE, Page 2, Line 23a, Column 5), and the Unamortized Balance of Abandoned Plant (Attachment O - GRE, Page 2, Line 23b, Column 5), if applicable. ix. The Annual Allocation Factor for Return shall be the sum of (vii) and (viii) above. x. The Annual Allocation Factor for Incentive Return shall be determined by subtracting the value in Attachment O - GRE, Page 4, Line 24 from the value in Attachment O - GRE, Page 4, Line 29. xi. The NUC to be used in Schedule 26 for each individual project subject to this Attachment GG - GRE shall be the sum of the project s Annual Expense Charge plus the project s Annual Return Charge plus the project s Annual Incentive Return Charge plus the project s Depreciation Expense plus any applicable True-Up Adjustment, where: 1. Annual Expense Charge equals the project s Gross Plant multiplied by the Annual Allocation Factor for Expense

23 ATTACHMENT GG GRE Network Upgrade Charge calculated in (vi) above; 2. Annual Return Charge equals the project s Net Plant multiplied by the Annual Allocation Factor for Return calculated in (ix) above; 3. Annual Incentive Return Charge equals the project s Net Plant multiplied by the Annual Allocation Factor for Incentive Return calculated in (x) above; 4. Depreciation Expense equals the actual value booked for the project and included in Attachment O, Page 3, Line 12, column 5; 5. True-Up Adjustment equals any applicable Attachment GG - GRE true-up amount calculated under the FERC-accepted mechanism for Great River Energy; and 6. The project s Gross Plant and Net Plant values shall be the respective balances for the facilities comprising the project as incorporated in the Gross Plant values from Attachment O - GRE as identified in (iii) and (iv) above and Net Plant values from Attachment O - GRE as identified in (vi) and (vii) above. These balances shall reflect any retirements or subsequent like kind replacements associated with the ongoing maintenance of the facilities identified in the project. xii. Each individual project shall be identified separately as a sub-row of line

24 ATTACHMENT GG GRE Network Upgrade Charge 1on page 2 of the Attachment GG - GRE template attached, to be identified as line 1a, 1b, etc. Great River Energy shall add additional sub-rows to line 1 as needed to accommodate additional projects. (b) Nothing contained in this Attachment GG - GRE shall limit the right of Great River Energy under Section 205 of the Federal Power Act and consistent with the ISO Agreement to file with the Commission individually and unilaterally to recover the cost of a Network Upgrade in a manner other than that specified in this Attachment GG - GRE, including, but not limited to recover rate incentives not specified herein and to recover the cost of Network Upgrades through its pricing zone rates under Schedules 7, 8, and 9 as calculated pursuant to Attachment O - GRE. 4. Network Upgrades Recovered under Attachment O Subject to agreement between or among the Transmission Owner and/or ITCs constructing, owning or financing the Network Upgrade within the affected pricing zone(s), to the extent that one Transmission Owner and/or ITC completes a Network Upgrade that benefits Transmission Customers in one or more additional pricing zones separate from those upgrades accruing benefits only to the individual Transmission Owner and/or ITC pricing zone and in the event the Network Upgrade is not recorded on the books of the Transmission Owner and/or ITC as transmission plant subject to recovery in state and federal rates, a regulatory asset will be set up on the accounting systems for each affected Transmission Owner and/or ITC equivalent to its share of the Network Upgrade costs. The regulatory asset will be recognized as a new Line 29a on Page 2 of Attachment O - GRE subject to regulatory approval revising Attachment O as

25 ATTACHMENT GG GRE Network Upgrade Charge such. Such regulatory asset will be subject to the average depreciation rate of the pricing zone s other transmission plant. To the extent that adjacent Transmission Owner and/or ITCs construct and own portions of a Network Upgrade, the regulatory asset methodology described herein shall be used to allocate these costs to match the benefits accruing to those Transmission Customers to the greatest extent practicable.

26 ATTACHMENT GG GRE Rate Formula Template Attachment GG GRE Formula Rate calculation Rate Formula Template Utilizing Attachment O - GRE Data For the 12 months ended 12/31/ Great River Energy Page 1 of 2 To be completed in conjunction with Attachment O-GRE. (1) (2) (3) (4) Attachment O-GRE Line Page, Line, Col. Transmission Allocator No. 1 Gross Transmission Plant Total Attach O, Page 2, Line 2, Col. 5 (Note A) 0 2 Net Transmission Plant Total Attach O, Page 2, Line 14, Col. 5 (Note B) 0 O&M EXPENSE 3 Total O&M Allocated to Transmission Attach O, Page 3, Line 8, Col Annual Allocation Factor for O&M (Line 3 divided by Line 1, Col. 3) 0.00% 0.00% GENERAL AND COMMON (G&C) DEPRECIATION EXPENSE 5 Total G&C Depreciation Expense Attach O, Page 3, Lines 10 & 11, Col. 5 (Note I) 0 6 Annual Allocation Factor for G&C Depreciation Expense (Line 5 divided by Line 1, Col. 3) 0.00% 0.00% TAXES OTHER THAN INCOME TAXES 7 Total Other Taxes Attach O, Page 3, Line 20, Col Annual Allocation Factor for Other Taxes (Line 7 divided by Line 1, Col. 3) 0.00% 0.00% 9 Annual Allocation Factor for Expense Sum of Lines 4, 6 and %

27 ATTACHMENT GG GRE Rate Formula Template INCOME TAXES 10 Total Income Taxes Attach O, Page 3, Line 27, Col Annual Allocation Factor for Income Taxes (Line 10 divided by Line 2, Col. 3) 0.00% 0.00% RETURN 12 Return on Rate Base Attach O, Page 3, Line 28, Col Annual Allocation Factor for Return on Rate Base (Line 12 divided by Line 2, Col. 3) 0.00% 0.00% 14 Annual Allocation Factor for Return Sum of Lines 11 and % 14a Annual Allocation Factor for Incentive Return Attach O, Page 4, Line % 0.00%

28 ATTACHMENT GG GRE Rate Formula Template Attachment GG GRE Formula Rate calculation Rate Formula Template Utilizing Attachment O - GRE Data For the 12 months ended 12/31/ Great River Energy Page 2 of 2 Network Upgrade Charge Calculation by Project (1) (2) (3) (4) (5) (6) (7) (8) (8a) (8b) (9) (10) (10a) (11) (12) Lin e No. Project Name MTEP Project Numbe r Project Gross Plant Annua l Alloca tion Factor for Expen se Annual Expense Charge Project Net Plant Annual Allocatio n Factor for Return Annual Return Charge Annual Allocati on Factor for Incentiv e Return Annual Incenti ve Return Charge Project Depreciati on Expense Annual Revenue Requireme nt Annual Revenue Requireme nt Excluding Annual Incentive Return Charge True-Up Adjustm ent Network Upgrade Charge (Note C) (Page 1 line 9) (Col. 3 * Col. 4) (Note D) (Page 1 line 14) (Col. 6 * Col. 7) (Page 1, line 14a, Col. 4) (Col. 6 * Col. 8a) (Note E) (Sum Col. 5, 8, 8b & 9) Col. 10 less Col. 8b (Note H) (Note F) Sum Col. 10 & 11 (Note G) 1a Project 1 P1 1b Project 2 P2 1c Project 3 P3 $ % $0.00 $ % $0.00 $ % $0.00 $ - #DIV/0! $ - #DIV/0! $ - #DIV/0! #DIV/0! 0.00% $0 $0 #DIV/0! #DIV/0! $0 #DIV/0! #DIV/0! 0.00% $0 $0 #DIV/0! #DIV/0! $0 #DIV/0! #DIV/0! 0.00% $0 $0 #DIV/0! #DIV/0! $0 #DIV/0! 2 Annual Totals $0 #DIV/0! #DIV/0! $0 #DIV/0! 3 Rev. Req. Adj For Attachment O- GRE #DIV/0!

29 ATTACHMENT GG GRE Rate Formula Template Note Letter A Gross Transmission Plant is that identified on Page 2, Line 2 of Attachment O - GRE and includes any sub lines 2a or 2b etc. and is inclusive of any CWIP and Prefunded AFUDC on CWIP in rate base when authorized by FERC order. The Prefunded AFUDC amount is a reduction to rate base. B Net Transmission Plant is that identified on Page 2, Line 14 of Attachment O - GRE and includes any sub lines 14a or 14b etc. and is inclusive of any CWIP, Prefunded AFUDC on CWIP, and Unamortized Balance of Abandoned Plant included in rate base when authorized by FERC order. Prefunded AFUDC amount is a reduction to rate base. C Project Gross Plant is the total capital investment for the project calculated in the same method as the gross plant value in Line 1 and is inclusive of any CWIP and Prefunded AFUDC on CWIP when authorized by FERC order. The Prefunded AFUDC amount is a reduction to rate base. This value includes subsequent capital investments required to maintain the facilities to their original capabilities. D Project Net Plant is the Project Gross Plant Identified in Column 3 less the associated Accumulated Depreciation and is inclusive of any CWIP, Prefunded AFUDC on CWIP, and Unamortized Balance of Abandoned Plant in rate base when authorized by FERC order. The Prefunded AFUDC amount is a reduction to rate base. E Project Depreciation Expense is the actual value booked for the project and included in the Depreciation Expense in Attachment O - GRE, Page 3, Line 12. F True-Up Adjustment is included pursuant to a FERC approved methodology, if applicable. G The Network Upgrade Charge is the value to be used in Schedules 26, 37 and 38. H Annual Incentive Return Charge revenues for FERC-accepted projects utilizing a hypothetical capital structure are not included in Attachment O - GRE, Page 3, Line 30, Column 5 and Page 4, Lines 35 & 36a. I The Total General and Common Depreciation Expense excludes any depreciation expense directly associated with a project and thereby included in Page 2, Column 9.

30 ATTACHMENT GG GRE Annual True-Up Procedure ATTACHMENT GG - GRE ANNUAL TRUE-UP PROCEDURE FOR GREAT RIVER ENERGY 1. Applicability This Attachment GG GRE Annual True-Up Procedure shall apply to all projects of Great River Energy ( GRE ) where the individual project annual revenue requirement, or Network Upgrade Charge ( NUC ) in Attachment GG - GRE, or Construction Work in Progress ( CWIP ) is calculated pursuant to Attachment GG - GRE for cost recovery under various Schedules under this tariff, including but not limited to Schedules 26, 37 and 38. For purposes of the Attachment GG GRE Annual True-Up Procedure, when reference is made to Schedule 26 hereinafter, that reference includes all rate schedules that recover the revenue requirements of Attachment GG. The Schedules included on page 4, line 36a of Attachment O GRE shall conform to the various Schedules identified in the Attachment GG GRE Annual True-Up Procedure. 2. True-Up Procedure This procedure will true-up GRE cost recovery for projects whose costs are recovered under Schedule 26 for each calendar year beginning in 2009 by calculating a Zonal True-Up Adjustment for each such GRE project in each MISO pricing zone, which will be applied to the project revenue requirement allocated to each pricing zone two years later. Each year at the time of its Annual Updates under Attachment O - GRE, GRE shall use Attachment GG - GRE to determine the annual revenue requirement for all projects that are

31 ATTACHMENT GG GRE Annual True-Up Procedure eligible for regional cost recovery under Schedule 26, consistent with the projected information that is used to calculate its Attachment O - GRE revenue requirement and zonal rate for this same year. This True-Up Procedure describes how GRE will calculate true-up adjustments for each such project in order to (1) true-up the projected revenue requirements to the actual revenue requirements and (2) true-up revenue collections each year, by pricing zone, to ensure that customers in each zone ultimately pay the share of the actual revenue requirement ( Actual Revenue Requirement ) allocated to that zone by MISO pursuant to the applicable cost allocation provisions in Attachment FF. True-Up of Projected Revenue Requirements to Actual Revenue Requirements For each year ( True-Up Year ) an Attachment GG project revenue requirement using projected data ( Projected Revenue Requirement ) will be calculated for use in Schedule 26. The Actual Revenue Requirement for the project during the True-Up Year will be calculated during the following year pursuant to Attachment GG - GRE using actual data from GRE s Attachment O - GRE and Annual Operating Report for the True-Up Year. The Attachment GG - GRE Cost True-Up Adjustment shall equal the difference between the Projected Revenue Requirement and the Actual Revenue Requirement for the True-Up Year. The Cost True-Up Adjustment shall be allocated among pricing zones in the same manner as the Projected Revenue Requirement is allocated among pricing zones. True-Up of Annual Revenues Collected to Annual Revenue Requirement, by Zone For each True-Up Year the Schedule 26 revenues for each GRE project collected by MISO in each pricing zone shall be compared to the portion of GRE s Attachment GG - GRE

32 ATTACHMENT GG GRE Annual True-Up Procedure revenue requirement for that project allocated to that pricing zone for Schedule 26 rate calculation purposes during the True-Up Year. The Schedule 26 revenues for the True-Up Year collected in each pricing zone for each project shall be calculated by allocating total GRE Schedule 26 Revenue for the True-Up Year among projects and pricing zones. The allocation of total GRE Schedule 26 Revenue for the True-Up Year by project, by pricing zone shall be equal to: A times B, divided by C, where: A is the total GRE Schedule 26 Revenue for the True-Up Year; B is the project Attachment GG - GRE Revenue Requirement allocated to the pricing zone during the True-Up Year, times the actual average 12 Coincident Peak ( CP ) zonal load for the pricing zone during the True-Up Year (page 1, line 15 of Attachment O) 1, divided by the average 12 CP zonal load (page 1, line 15 of Attachment O) 2 that was used to calculate the Schedule 26 rate for the pricing zone during the True-Up Year; and C is the sum of all B, across all projects and pricing zones. Any excess or shortfall in actual revenue, compared to projected revenue requirement is each project s Revenue True-Up Adjustment for each pricing zone. True-Up of CWIP Projects Under Attachment GG The True-Up Procedure will also be used to calculate the True-Up Adjustments for projects recovering CWIP under Attachment GG - GRE. The Cost True-Up Adjustment for CWIP projects will be calculated for each year of CWIP recovery by taking the difference between the projected CWIP and the actual CWIP in the same year. Similarly, the Revenue True-Up Adjustment for CWIP projects will be the net excess or shortfall of Schedule 26 CWIP

33 ATTACHMENT GG GRE Annual True-Up Procedure revenue collected compared to the projected CWIP in the same year. The Schedule 26 CWIP revenue will be calculated in the same manner as Schedule 26 revenues calculated for other projects under Attachment GG - GRE. The Cost True-Up Adjustment and Revenue True-Up Adjustment will be calculated for each year where CWIP is recovered until the project is placed in service. Attachment GG - GRE Zonal True-Up Adjustment The sum of each project s Cost True-Up Adjustment and the Revenue True-Up Adjustment for each pricing zone shall constitute the Attachment GG - GRE Zonal True-Up Adjustment for that pricing zone for the True-Up Year. The Attachment GG - GRE Zonal True-Up Adjustment for each project and related calculations shall be posted to the GRE page of the Transmission Provider s OASIS no later than August 1 of the calendar year following the True-Up Year. Interest on any over recovery of the zonal Attachment GG - GRE Revenue Requirement shall be determined based on the Commission s regulations at 18 C.F.R 35.19a. Interest on any under recovery of the revenue requirement shall be determined using the interest rate equal to GRE s actual short-term debt costs capped at the applicable FERC refund interest rate. In either case, the interest payable shall be calculated using an average interest rate for the twentyfour (24) months during which the over or under recovery in the revenue requirement exists. The interest rate to be applied to the over or under recovery in the revenue requirement will be determined using the average rate for the nineteen (19) months preceding August of the current year.

34 ATTACHMENT GG GRE Annual True-Up Procedure The Attachment GG - GRE Revenue Requirement for a project allocated to each pricing zone during the year following this calculation (True-Up Year plus 2) shall be the sum of the Projected Revenue Requirement for True-Up Year plus 2 allocated to the pricing zone, plus or minus the Attachment GG - GRE Zonal True-Up Adjustment for that zone from the previous year s calculation, if any, including interest, as explained above. 1 For pricing zones utilizing a projected test year, this will be the actual load used for the Attachment O calculation of actual net revenue requirement for the True-Up Year, performed in the following year. For pricing zones utilizing a historic test year, this will be the divisor load used for the Attachment O calculation based on True-Up year data, used to calculate rates effective June 1 of the year following the True-Up Year. 2 For pricing zones using a projected test year, this will be the projected zonal load for the True-Up Year used for the Attachment O calculation that is the basis for rates charged during the True-Up Year. For pricing zones using historical test years, this shall be the weighted average of the average 12 CP load based on data from True Up Year 2 (which is the basis for Schedule 26 rate calculations for the first five months of the True-Up Year) and the average 12 CP load based on data from True-Up Year -1 (which is the basis for the Schedule 26 rate calculation for the last seven months of the True-Up Year).

35 ATTACHMENT GG ITCM Annual True-Up Procedure ATTACHMENT GG MIDWEST ANNUAL TRUE-UP PROCEDURE FOR ITC MIDWEST LLC 1. Applicability This Attachment GG Midwest Annual True-Up Procedure shall apply to all projects of ITC Midwest where the individual project annual revenue requirement, or Network Upgrade Charge ( NUC ) in Attachment GG, is calculated pursuant to Attachment GG for cost recovery under various Schedules under this tariff, including but not limited to Schedules 26, 37, and 38. For purposes of the Attachment GG Midwest Annual True-Up Procedure, when reference is made to Schedule 26 hereinafter, that reference includes all rate schedules that recover the revenue requirements of Attachment GG. The schedules included on page 4, Line 36a of Attachment O Midwest shall conform to the various Schedules identified in this Attachment GG Midwest Annual True-Up Procedure. 2. True-Up Procedure This procedure will true-up ITC Midwest cost recovery for those projects whose costs are recovered under Schedule 26 for each calendar year beginning in 2009 by calculating a Zonal True-Up Adjustment for each such ITC Midwest Project in each MISO pricing zone, which will be applied to the project revenue requirement allocated to each pricing zone two years later. Each year at the time of its Annual Updates under Attachment O - Midwest, ITC Midwest shall use Attachment GG to determine the annual revenue requirement for all projects that are eligible for regional cost recovery under Schedule 26, consistent with the projected

36 ATTACHMENT GG ITCM Annual True-Up Procedure information that is used to calculate its Attachment O - Midwest revenue requirement and zonal rate for this same year. This True-Up Procedure describes how ITC Midwest will calculate true-up adjustments for each such project in order to (1) true-up the projected revenue requirements to the actual revenue requirements, and (2) true-up revenue collections each year, by pricing zone, to ensure that customers in each zone ultimately pay the share of the actual revenue requirement ( Actual Revenue Requirement ) allocated to that zone by MISO pursuant to the applicable cost allocation provisions in Attachment FF. True-Up of Projected Revenue Requirements to Actual Revenue Requirements For each year ( True-Up Year ) an Attachment GG project revenue requirement using projected data ( Projected Revenue Requirement ) will be calculated for use in Schedule 26. The Actual Revenue Requirement for the project during the True-Up Year will be calculated during the following year pursuant to Attachment GG using actual data from Attachment O - Midwest and FERC Form 1 for the True-Up Year. The Attachment GG Cost True-Up Adjustment shall equal the difference between the Projected Revenue Requirement and the Actual Revenue Requirement for the True-Up Year. The Cost True-Up Adjustment shall be allocated among pricing zones in the same manner as the Projected Revenue Requirement is allocated among pricing zones. True-Up of Annual Revenues Collected to Annual Revenue Requirement, by Zone For each True-Up Year the Schedule 26 revenues for each ITC Midwest project collected by MISO in each pricing zone shall be compared to the portion of ITC Midwest s Attachment GG revenue requirement for that project allocated to that pricing zone for Schedule 26 rate

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