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1 STATE OF ILLINOIS ) ) SS COUNTY OF LEE ) In the Matter of the Petition of Green River Wind Farm Phase 1, LLC, a Delaware Limited Liability Company Lee County, Illinois Volume VII, Pages Testimony of Witnesses Produced, Sworn and Examined on this 2nd day of October A.D before the Lee County Zoning Board of Appeals Present: Bruce Forster Mike Pratt Gene Bothe Tom Fassler Craig Buhrow, Chairman Alice Henkel, Zoning Clerk Chris Henkel, Zoning Officer Tim Slavin, Facilitator Reporter: Doris J. Kennay Page 753 Page INDEX 2 3 Witness: JOHN MARTIN 4 Examination Page 5 Robin Ackerson (Cross) Giles Kalvelage (Cross) Rich Boris (Cross) Steve Robery (Cross) Edward Gerdes (Cross) EXHIBITS 12 Exhibit Marked 13 Exhibit No Exhibit No Exhibit No Exhibit No Certificate of Shorthand Reporter Page APPEARANCES: 2 ATTORNEY DOUGLAS LEE, of the firm of Ehrmann, Gehlbach, Badger, Lee 3 & Considine, 215 East First Street, Suite 100, 4 Dixon, Illinois 61021, 5 Counsel for Mainstream Renewable Power. 6 7 STATE'S ATTORNEY HENRY S. DIXON, of the Lee County State's Attorney's Office, South Galena Avenue, Dixon, Illinois, 61021, 9 Counsel for the Lee County Zoning Board of 10 Appeals Page (Exhibit No. 32 marked for 2 identification.) 3 CHAIRMAN BUHROW: I'd like to call the 4 meeting to order this evening, continuation of 5 our petition for the hearing, but first, we have 6 mailed out the minutes from the previous meeting 7 and asked the Board if there's any one would 8 care to approve those minutes that we mailed out 9 the last week. 10 MR. BOTHE: So move. 11 MR. PRATT: Second. 12 CHAIRMAN BUHROW: Any questions on the 13 minutes? 14 (WHEREUPON, no verbal response by 15 the Board members.) 16 CHAIRMAN BUHROW: Seeing none, all in 17 favor say aye. 18 (All those simultaneously 19 responded.) 20 CHAIRMAN BUHROW: Motion carried. 21 I missed one point already, we're moving 22 too fast. Ask Alice for the roll call this 23 evening. 24 (Roll call was taken and all were 1 (Pages 753 to 756)

2 Page present.) 2 CHAIRMAN BUHROW: Okay, thank you. Now 3 we've all been introduced. 4 So at this point, I will announce for any 5 of the public that hasn't heard, our next 6 meeting is a week from now, October 9th, and 7 then the following day, the 10th October and 8 then the 17th, the same time, 7 p.m. 9 And then we're working, I guess, we've got 10 dates approved for November. November 13th, 11 14th, 26th, 27th, 28, five days in November. So 12 at that point, I think that takes care of the 13 Board's business. 14 MR. TIMBLE: Mr. Chairman? 15 CHAIRMAN BUHROW: Yes. 16 MR. TIMBLE: Jim Timble. 17 CHAIRMAN BUHROW: Yes. 18 MR. TIMBLE: I would like to make a public 19 comment, a five-minute public comment in the 20 business portion of the meeting, either of your 21 meeting, either old business or new business, 22 before you hand the meeting over to the hearing 23 facilitator, please. 24 CHAIRMAN BUHROW: Is this pertinent then Page affirmed that the meetings -- these meetings 2 should be as efficient and non-redundant as 3 possible. And I'll give you an example of that 4 using myself. When you put the -- when the 5 minutes were on the web site, I immediately 6 reviewed Mr. Porter's cross-examination of Mr. 7 Martin, all four meetings, and I determined that 8 many, many of the questions I had written down 9 to pose to Mr. Martin were asked and answered, 10 and very well answered, and I removed many, many 11 questions from my list. And I think perhaps 12 Judge Slavin, even Mr. Martin, like hearing what 13 I just said. So that's the efficiency and the 14 non-redundant -- non-redundant part. 15 The third motion you passed was you 16 directed the zoning clerk to take minutes, and I 17 quote, "as previously done." "As previously 18 done." But previously done, gentlemen, did not 19 happen. The minutes from the 9 -- September 4th 20 meeting were two pages, and there were two just two sentences that referred to the 22 cross-examination of Mr. Martin. Basically they 23 said hey, he was cross-examined. 24 So, here are the minutes -- these are the Page to what -- this evening's agenda then or -- 2 MR. TIMBLE: This is -- yeah, I want to 3 offer a procedural suggestion. 4 CHAIRMAN BUHROW: Okay. We'll entertain 5 that quickly here then, go ahead. 6 MR. TIMBLE: Can't get away from it. 7 Thank you, Mr. Chairman. On -- at your -- 8 Gentlemen, at your September 4th Board meeting, 9 you passed -- in the new business section, you 10 passed three new res -- new resolutions related 11 to new business. 12 In the first one, you adopted the 13 transcripts of the previous four meetings as to 14 be minutes. And then you passed a follow-up 15 resolution where you approved those minutes and 16 allowed them to be posted on the zoning page of 17 the County web site. And I commend and thank 18 you. In fact, I thank you profusely for 19 taking -- taking that action. I think in doing 20 so, you affirmed that, that both sides of this 21 issue or any issue that you -- that you must 22 decide upon, will have equal opportunity to all 23 information that is generated at your meetings. 24 And also, I think -- indirectly, I think you Page minutes of the January 20th -- I'm sorry, the 2 February 17th, 2011 meeting, 20 pages. That 3 was -- those were the WECS hearings. And in 4 these minutes, everybody who testified, Alice 5 Henkel did a world-class job of recording word 6 for word what they said, the information was 7 there. I refer you to -- it doesn't matter, the 8 February 23rd, 2012 minutes same way, 17 pages. 9 The January 20th, 2012, 20 pages, and all the 10 test -- all the testimony there. Therefore, 11 the -- the /4 and perhaps the 9/18 12 minutes, I haven't seen them, for the same way, 13 they're not compliant with the Lee County Zoning 14 Board of Appeals Rules of Procedure. And I 15 would like to read very quickly, the section Article 2, Section 5. The zoning administrator 17 shall record and maintain permanent minutes of 18 the Board's proceedings, showing the vote of 19 each member on every question or a failure to 20 vote indicating that fact, shall keep records of 21 its examinations and other official actions, 22 shall summarize accurately the testimony of 23 those appearing before the Board or keep a 24 verbatim transcript of all hearings, etcetera, 2 (Pages 757 to 760)

3 Page etcetera. That was not done. 2 Also, not compliant with the County Code, (b)-3 keep minutes, records, the board of 4 appeals shall keep minutes of its proceedings 5 showing the vote of every member on every 6 question, etcetera, etcetera. 7 So my purpose this evening is -- is to 8 request that you, the Zoning Board, consider 9 passing two more resolutions. Please consider 10 passing a resolution to amend the 9/4 and the 11 9/18 minutes the same way as the 9/4, no 12 details, and append to them detailed minutes 13 that were taken but not posted, or the 14 transcript, which we know were taken. And my 15 second resolution would be to pass some kind of 16 a gap resolution to fill that gap between the 17 great job you did in posting everything for the 18 first four meetings and then a gap for one, 19 perhaps two meetings, no detailed meetings, pass 20 a resolution affirming detailed -- detailed 21 minutes will be published for all future ZBA 22 meetings. 23 This is something, you know, it's been 24 legally done. I don't know, someone advised Page Those are not our possession, so we cannot -- we 2 cannot do that. But we are required to do the 3 Robert Rules of Order. We are doing that. 4 There's no violation here. 5 CHAIRMAN BUHROW: So the transcripts -- 6 MR. HENKEL: The transcripts are not in 7 our minutes, they're not ours. 8 CHAIRMAN BUHROW: Okay. 9 MR. TIMBLE: But then the question is, I 10 read from you three different minutes where all 11 the details of the testimony were in there, 12 taken wonderfully well by Alice Henkel and that 13 was not done for those two meetings, and what is 14 your reason for not -- suddenly not doing it? 15 MS. HENRY: This is a petition. This is a 16 new petition. You're talking about something of 17 the past. This is not this petition. 18 MR. TIMBLE: But it was a petition. 19 MS. HENRY: This is a new petition -- no, 20 no, it was not a petition. We were working on 21 the ordinance. She did an excellent job doing 22 the ordinance that was turned down by this 23 County. We are now into the petition for 24 Mainstream, the transcripts are not ours, sorry. Page you, I guess, that you shouldn't do it, but 2 there's no legal reason you shouldn't, it's been 3 tradition for all of these years, and the public 4 deserves to have that information. And you 5 started to give it to us and then you stopped. 6 So I would ask that perhaps you discuss this and 7 consider doing those resolutions. Thank you, 8 Mr. Chairman. 9 CHAIRMAN BUHROW: Okay, Jim. 10 Does anyone on the Board have any comment 11 or question on that? 12 MR. FORSTER: I don't understand why 13 they're not available to them. 14 CHAIRMAN BUHROW: Chris, what's your take 15 on the situation? 16 MR. HENKEL: When we take the minutes for 17 the County -- for the Zoning Board of Appeals, 18 we have to follow the Roberts Rules. Roberts 19 Rules are being followed. We aren't violating 20 anything. Transcripts are not our possession. 21 The transcripts are the possession of the 22 Applicant. My understanding is that the 23 attorney that's representing some of the folks 24 out here in the crowd has a copy of those. Page MR. TIMBLE: It's not your job -- it's not 2 your job then for -- 3 MR. HENKEL: We are following the rules of 4 order. This is what we have to do. Roberts 5 Rules of Order is what we have to do. There has 6 not been a motion made since this testimony 7 began, so we have not -- we have not had to 8 record any action by this Board. 9 MR. TIMBLE: Are you telling me that there 10 haven't been petitions in the past where full 11 minutes have been taken by the zoning MR. HENKEL: I'm not talking about 13 anything but this petition right here. We are 14 following the rules. This is what we have to 15 do. This is what is required by us. We are 16 supposed to follow the rules. You folks want us 17 to follow the rules, we are following them. 18 There's nothing more I can say about it. 19 MR. TIMBLE: Well, yet Whiteside County, No. 1, Lee County, you took possession of the 21 petitions. 22 MR. HENKEL: I can't speak for White (sic) 23 County -- Whiteside County, I'm sorry. 24 MR. TIMBLE: You took possession of the 3 (Pages 761 to 764)

4 Page transcripts until we asked for access to them, 2 and then you told me at the last meeting that 3 you're no longer taking possession of them. You 4 asked me for Whiteside County, but I can say 5 that Whiteside County didn't have the -- make 6 the transcripts available to the public, but 7 they did, and it certainly helped -- it 8 certainly made for a balanced playing field 9 where all of the participants in the hearing had 10 the same information. 11 MR. HENKEL: I'm sure the transcripts are 12 available if you want to talk to the attorney 13 about it. 14 MR. TIMBLE: Yeah, I read The Telegraph 15 article, 2.50 a page, first four meetings would 16 have cost me 30-some hundred dollars. Not fair, 17 not very thoughtful of the constituents. 18 CHAIRMAN BUHROW: Steve, you have a 19 question pertinent to this? 20 MR. ROBERY: Yes. For the Board. I guess 21 I'm confused why are we having the court 22 reporter here if it's not a requirement for the 23 County? 24 MR. HENKEL: It is not a requirement by Page Order, you have to vote on those before we can 2 actually put them on the web site or put them 3 out into the public. We are doing that. You 4 just voted on them, they'll be out tomorrow 5 morning. 6 CHAIRMAN BUHROW: You have a question out 7 there? 8 MS. HARTMAN: If it's not -- 9 THE REPORTER: Your name, please? I'm 10 sorry? 11 CHAIRMAN BUHROW: Name, please? 12 MS. HARTMAN: Betsy Hartman. If it's not 13 required, why can't you get the full minutes of 14 the transcription onto the web site and then 15 even the County Board members would have a 16 chance to read it before they have to vote on 17 it? And it would be very helpful to the public you know, I mean it's not required, I 19 understand those -- what's been said, but why 20 can't you make it available to the public? 21 CHAIRMAN BUHROW: Chris, is that up to the 22 County MR. HENKEL: Not up to us. 24 CHAIRMAN BUHROW: -- to change the rules Page me. If you would find me where it says in our 2 code anywhere in the County where it says we 3 have to -- 4 MR. ROBERY: I'm just asking. I'm just 5 asking. My assumption was that because this is 6 a public hearing, it is a requirement that a 7 court reporter take verbatim minutes of any 8 public hearing that the Zoning Board has. 9 MR. HENKEL: No, we don't require that. 10 MR. ROBERY: Okay. 11 CHAIRMAN BUHROW: Okay. That's MR. ROBERY: So back to my first question, 13 why is the court reporter here then? 14 MR. HENKEL: Hired by the attorney. We 15 don't -- we're not paying for any of this. 16 CHAIRMAN BUHROW: So I mean, that was 17 brought up because of that. 18 MR. FASSLER: So then Alice isn't taking 19 minutes now. 20 MR. HENKEL: She's taking the minutes per 21 the direction of the Roberts Rules of Order, 22 Tom. 23 MR. FASSLER: Okay. 24 MR. HENKEL: Per the Roberts Rules of Page if they want to change them then, the County 2 Board? 3 MR. HENKEL: I'd have -- 4 CHAIRMAN BUHROW: You'd have to check on 5 that? 6 MR. HENKEL: Situation which I have. 7 CHAIRMAN BUHROW: You have another 8 question on that? Go ahead. 9 MS. THOMPSON: Marcia Thompson. So the 10 County Board, if they're not here, nobody's 11 here, then they don't really know what's being 12 said. Am I right? 13 MR. HENKEL: If there's no action taken, 14 there's nothing for them to act on. The 15 action's going to take place when the Zoning 16 Board of Appeals reviews the testimony that's 17 taken place here, okay? When they take action, 18 those actions will be recorded and presented to 19 the County Board. If the County Board has any 20 further questions, I'm quite sure they're going 21 to be asking them. 22 CHAIRMAN BUHROW: Okay. Well, that's 23 about all we can ask -- or answer for this 24 evening. 4 (Pages 765 to 768)

5 Page Let's go ahead and get started with the 2 continuation of the hearing. We'll turn this 3 over to Judge Slavin. 4 JUDGE SLAVIN: Thank you. Ladies and 5 Gentlemen, I'm going to do the same thing I did 6 at the beginning of last session. 7 Is there anybody here who has not been in 8 attendance up -- who has not been in attendance 9 at any time before the last meeting? And don't 10 be embarrassed not to raise your hand. 11 (WHEREUPON, one member of the 12 audience raised their hand.) 13 JUDGE SLAVIN: Okay. Welcome, good 14 evening. My name's Tim Slavin, I'm a retired 15 Judge engaged as an independent contractor to 16 what is called facilitate this evening. I have 17 no adjudicatory responsibilities. I am not for 18 or against any particular position. I'm a 19 neutral. I am here, hopefully, to add some 20 organization, efficiency, and flow to these 21 proceedings. This is Green River Wind Farm 22 Phase 1, LLC's application for 46 special use 23 permits as part of a wind energy conversion 24 system. Page the time to describe your feelings or announce 2 your opinion, but it is the time to aver facts 3 and you are subject to cross-examine -- 4 cross-examination. Everyone so wishing to 5 testify will be given one opportunity to do so. 6 The second category would be you want to 7 be able to cross-examine witnesses. But, 8 please, that is just the time to ask questions 9 of a particular witness, not to argue with him 10 or her. Everyone so wishing to cross-examine 11 will be given one opportunity to cross-examine 12 each and every witness. 13 The third category would be you want to 14 make a closing statement. This is the time, the 15 opportunity to tell the Board how you feel or 16 give them your opinion based on the facts 17 adduced during the whole hearing process as to 18 what their decision should be. Everyone so 19 wishing to give a closing statement will be 20 given one opportunity to do so. 21 Again, everyone will absolutely have a 22 chance to be heard. However, in order to try to 23 the add some semblance of organization, there 24 are three half sheets available to sign up to Page As shown by certificates of publication, 2 notice of this hearing was published in the 3 Dixon Telegraph on June 18th, And I 4 believe since that time another publication has 5 been made. Notices to adjoining property owners 6 have been provided. 7 All who so desire will absolutely be given 8 an opportunity to be heard. But, for everyone's 9 benefit, I want to do it as orderly and 10 efficiently as possible. There are many 11 possible reasons for anyone's appearance here 12 this evening. You could be, number one, a 13 member of the public as a citizen and spectator; 14 two, part of the Applicant's contingent; or 15 three, an interested party. In this context, an 16 interested party does not necessarily mean 17 someone who is absolutely for or against the 18 requested special uses, but someone who wants to 19 be heard. 20 If you do want to be heard, you will fall 21 into any one or more of three categories: One, 22 you want to give testimony. This means you 23 desire, under oath, to testify to facts relevant 24 to the Board's eventual decision. Such is not Page participate; one indicating your wish to 2 testify, another your wish to cross-examine 3 witnesses, and the last indicating your desire 4 to give a closing statement. These were 5 available at the door and continue to be 6 available from Alice Henkel. 7 While signing up is not a prerequisite to 8 testifying, cross-examining, or making a closing 9 statement, I will initially be calling on folks 10 using those signup sheets. Only after 11 exhausting that list will I invite others to 12 testify, to cross-examine, or give a closing 13 statement. Please note that once you've signed 14 up, you will not have to sign up again at each 15 continued session. I will keep those half 16 sheets current throughout the proceedings. 17 Written communications sent in advance of 18 this hearing or any written material intended as 19 something for the Board to consider is subject 20 to Board Rule Article 5, Section 12, that eight 21 copies be provided. Any communications received 22 that did not comply with this requirement may 23 not be considered by the Board. Those 24 communications received which conform are marked 5 (Pages 769 to 772)

6 Page as exhibits through now No. 32 this evening, and 2 each Board member has a copy and another copy 3 made part of the record in this matter. 4 I will now review the chronological 5 progress of the hearing. The Applicant or his 6 agent may make opening remarks, which has been 7 done. The Applicant presents evidence one 8 witness or one document at a time. I will place 9 each witness under oath or affirmation. We are 10 in the middle of the Applicant's production of 11 their witnesses. After each witness, the 12 Commission first and then interested parties 13 have the opportunity to cross-examine. And, 14 please, this is only the time for questions 15 directed to the witness testifying. Interested 16 parties next. Next interested parties present 17 evidence one witness or document at a time, and 18 I will place each witness under oath. After 19 each interested party witness, the Commission 20 and/or the Applicant have the opportunity to 21 cross-examine. Then rebuttal witnesses or 22 documents may be presented by the Applicant one 23 at a time. Following the rebuttal testimony, 24 Commission and/or interested parties Page duty to rule on the admissibility of evidence. 2 While the strict Judicial Rules of Evidence do 3 not apply, I will exercise some equitable 4 control of what is being presented with or 5 without an objection. 6 We do have a court reporter here that is 7 taking down what is said during the proceedings. 8 I ask all to be mindful of her job. She can not 9 take down two people talking at once. She can 10 not take down nodding heads or gestures. And 11 I'm sure she is -- I know she's very skilled, 12 there is a limit to how fast a person can talk 13 and expect her to keep up. 14 I do ask for civility and decorum. This 15 is certainly a public forum, but please be 16 respectful of all who consider it important 17 enough to be here. I ask all to refrain from 18 displays of approval or disapproval. And as now 19 with all public gatherings, I ask you to turn 20 off your cell phones or at least to put them on 21 silent. 22 Moving ahead, my notes indicate that at 23 the last session, which was No. 6, this being 24 No. 7, the agent of the Applicant, John Martin, Page cross-examine the Applicant's rebuttal 2 witnesses. Following that, surrebuttal 3 witnesses or documents are presented by the 4 interested parties one at a time. And the 5 Commission members or Applicant have the 6 opportunity to cross-examine those interested 7 parties' surrebuttal witnesses. Finally, the 8 Applicant is given an opportunity for closing 9 remarks, as well as any interested parties are 10 given an opportunity for closing remarks. 11 There are some sub rules. As you may have 12 heard, each session has a time limit under the 13 Zoning Board's Rules of two-and-one-half hours. 14 However, we certainly don't want to cut off 15 anybody right in the middle of something, so 16 I'll certainly make a reasonable effort to let 17 someone finish a particular stage when the time 18 limit has been reached, or if there's very 19 little time remaining at the end of the stage, I 20 may simply suggest to the Chair to continue the 21 session rather than starting on another stage. 22 I also have the discretion to call for short 23 recesses, which as of now we have not done yet. 24 Under the Zoning Board's rules, I have the Page was on the witness stand. 2 Mr. Martin? 3 JOHN MARTIN, 4 having been first duly sworn, was examined and 5 testified as follows: 6 JUDGE SLAVIN: Have a seat. 7 I have a list of people who signed up to 8 cross-examine. However, I'd let Mr. Porter 9 launch into cross-examination right away. 10 Board members, do any of you have 11 questions of Mr. Martin based on his direct 12 testimony. 13 Mr. Buhrow? 14 CHAIRMAN BUHROW: Not at this time. 15 JUDGE SLAVIN: Mr. Bothe? 16 MR. BOTHE: No, I don't. 17 JUDGE SLAVIN: Mr. Fassler? 18 MR. FASSLER: Mr. Martin, are you still in 19 negotiation with the DNR? Wanting to know where 20 you're at on that position. 21 THE WITNESS: I think -- I think it's 22 important not to call it a negotiation. Mr. 23 Shank was very adamant when you were trying to 24 develop that ordinance that it was not a 6 (Pages 773 to 776)

7 Page negotiation -- 2 MR. FASSLER: Okay. 3 THE WITNESS: -- it's a consultation. 4 Yes, it's ongoing. We wrapped up some 5 studies this summer. We will be able to present 6 those, I believe, next week. Our expert will be 7 able to present the results of those as part of 8 what we've developed to date. And we have had 9 some consultation with the IDNR about next 10 steps, so that's effectively where we're at. 11 I don't know if that answers your 12 question. 13 MR. FASSLER: Well, I just was curious. I 14 didn't JUDGE SLAVIN: Just questions, please, Mr. 16 Fassler. 17 MR. FASSLER: Yes, it does answer my 18 question. 19 JUDGE SLAVIN: Okay. Is that all, Mr. 20 Fassler? 21 MR. FASSLER: Yes. 22 JUDGE SLAVIN: Okay, thank you. 23 Mr. Pratt? 24 MR. PRATT: No questions. Page really try not to repeat ourselves. 2 THE WITNESS: Judge, can I ask a 3 procedural thing real quick? This is Mr. 4 Martin. 5 JUDGE SLAVIN: Sure. 6 THE WITNESS: For the couple of names that 7 you just read off, is there a -- have they 8 missed their opportunity, if they're not here 9 tonight, to cross-examine me? I just want to JUDGE SLAVIN: John, I'll make that 11 decision. 12 THE WITNESS: Okay. 13 JUDGE SLAVIN: Miss Ackerson? 14 MS. ACKERSON: Thank you. I guess in 15 light of the discussion when we first got here, 16 I have one question that wasn't on my list. Am 17 I to understand that your company is basically 18 withholding the minutes from these proceedings 19 at this point now? 20 THE WITNESS: Not at all. 21 MR. LEE: Objection, Your Honor, it's 22 beyond the scope of the direct. 23 JUDGE SLAVIN: It is. We didn't talk 24 about minutes when Mr. Lee examined him, and Page JUDGE SLAVIN: Mr. Forster? 2 MR. FORSTER: No questions. 3 JUDGE SLAVIN: Okay, thank you. 4 Dana or Donna, depending how I pronounce 5 it, Mehlman? 6 Pat Scully? 7 Robin Ackerson? 8 Thank you, Miss Ackerson, step on up. You 9 can either use the table or the podium, I don't 10 care which. 11 And folks, while she's walking up here, 12 I'm going to give this admonishment. These 13 hearings are -- this hearing, it's not hearings, 14 it's one hearing, is obviously going to last a 15 long time. It will last even longer if folks 16 keep repeating cross-examination questions. I 17 certainly want everyone to ask -- be able to 18 have the questions that they have answered. On 19 the other hand, we went through two or three 20 sessions with Mr. Porter asking questions. And 21 I'm certainly not telling you don't not to ask 22 questions, but folks, please, for the benefit of 23 everyone, keep in mind the questions Mr. Porter 24 asked and the answers Mr. Martin gave, and let's Page we're not going to get into that. 2 MS. ACKERSON: Okay. 3 JUDGE SLAVIN: His testimony's all been 4 the substance of the thing, not procedural 5 stuff. 6 MS. ACKERSON: Did you, Mr. Martin, in 7 your opening presentation give a list of 8 criteria, if you will, for land to be chosen for 9 a wind turbine project? 10 THE WITNESS: I believe I outlined roughly 11 some of the criteria that we would use in 12 choosing land, yes. 13 MS. ACKERSON: Could you tell us that 14 criteria again, please? 15 JUDGE SLAVIN: You have to kind of get up 16 close to it. It's hard to do, I know. 17 THE WITNESS: I heard her, I'm just 18 looking for the JUDGE SLAVIN: Well, whether you heard it 20 or not doesn't matter. I want to make sure the 21 court reporter hears her and the public hears 22 her as well. 23 MS. ACKERSON: Okay. 24 THE WITNESS: I don't know that I have a 7 (Pages 777 to 780)

8 Page copy of that Power Point with me or not. 2 JUDGE SLAVIN: That wasn't the question. 3 Yes or no. 4 THE WITNESS: I can -- I can read -- 5 JUDGE SLAVIN: The question was yes, if 6 you -- 7 MS. ACKERSON: Well, I asked him if he 8 would tell us the criteria again, please. 9 JUDGE SLAVIN: Oh. 10 THE WITNESS: So we're looking for open 11 space, we're looking for land that's conducive 12 to an a solid wind regime, which could be which could mean either consistent wind or -- or 14 stronger winds. We're looking for preferable 15 larger tracts of lands that kind of go along 16 with that open space. 17 MS. ACKERSON: Wasn't the term open land, 18 not open space? But the term in the criteria 19 was open land THE WITNESS: Uhm MR. ACKERSON: -- was one of the criteria? 22 THE WITNESS: -- possibly. We possibly 23 phrased it that way, sure. 24 MS. ACKERSON: Do you know the definition Page for the phrase open land. 2 THE WITNESS: It wasn't meant to be a 3 formal term. It was mostly a distance between 4 any kind of obstructing features in the land is 5 what I'm discussing. 6 MS. ACKERSON: Well, when you're putting 7 up a criteria for why you're choosing land, 8 wouldn't you think it would be kind of important 9 to use phrases that you're -- why you're 10 choosing this land, and open land being one of 11 the criteria that you put up on the board. 12 THE WITNESS: Sure, in the context, again, 13 of what was meant by that phrase, it's again, 14 it's the distance between obstructing features 15 and land is what I would consider open land. 16 MS. ACKERSON: Well, I have the definition 17 of open land here. 18 JUDGE SLAVIN: You're telling him things 19 again. 20 MS. ACKERSON: Can I show you a copy -- a 21 copy of the definition for open land? 22 JUDGE SLAVIN: I'm not sure of the 23 relevance. I understand the point you're trying 24 to make, but -- Page MS. ACKERSON: Well -- 2 JUDGE SLAVIN: -- how he chose -- how the 3 Applicant chose the land, how is that relevant 4 to the Board's decision on whether to grant the 5 special use? 6 MS. ACKERSON: Well, they listed it as a 7 criteria for why they chose the area that they 8 did. 9 JUDGE SLAVIN: But would it matter if 10 they -- if they use that as criteria or said 11 they threw darts at a board? I mean, that's not 12 the substance of what the Board has to decide. 13 And I don't want to get too far afield, is what 14 I'm trying to say. 15 MS. ACKERSON: Okay. So you want to say 16 open space instead of open land? 17 THE WITNESS: I want to -- I prefer to 18 clarify that again, it's more about the 19 definition with respect to any kind of 20 obstructions for -- for the wind resource. 21 MS. ACKERSON: Can you explain what 22 exactly your company has proposed in their Good 23 Neighbor Policy? 24 THE WITNESS: Currently, with respect to Page this project, we've offered compensation with 2 respect to modeled criteria for shadow flicker, 3 and to those homes that we again, have modeled 4 those impacts to. 5 MS. ACKERSON: Impacts of shadow flicker? 6 THE WITNESS: Yes. 7 MS. ACKERSON: Why is it that the proposed 8 locations of the wind turbines seem to be closer 9 to neighbor's homes than the lessors' homes, 10 people that are being paid to put these on their 11 land? 12 THE WITNESS: You'd have to give me an 13 example, I don't have a measurement of MS. ACKERSON: Uhm, well, if you look at 15 the map, which I don't have it up here with me, 16 you can see clearly that all the turbines, the 17 people that own the land that are putting them 18 on there, their house will be here and two miles 19 down the road might be their neighbor's house JUDGE SLAVIN: You're telling them things 21 again. Let's try this. 22 MS. ACKERSON: Well, he asked. 23 JUDGE SLAVIN: Mr. Martin, if you look at 24 the map and you -- and you view where the 8 (Pages 781 to 784)

9 Page residents of the lessees are -- lessors, and you 2 view where the turbines are located, and you 3 view the distance between where the lessors live 4 and the homes where people who aren't -- are not 5 involved in a lease are, is there a -- is there 6 a difference in the distance between the 7 turbines and those two sets of homes? 8 MS. ACKERSON: Good question. 9 JUDGE SLAVIN: Pretty long. Pretty long. 10 MS. ACKERSON: Kind of, but you got the 11 point out. 12 THE WITNESS: Should I answer the 13 question? 14 JUDGE SLAVIN: Yes, I'm asking the 15 question. 16 THE WITNESS: That's fine, okay, yes, so 17 all of the turbines are at least 18 three-and-a-half times the height of the foot turbine away from homes. Unless 20 we've -- unless we've directly contracted with 21 somebody, whether participating landowner or 22 previously non-participating landowner to be 23 within that setback. So I can't speak to the 24 overall trend, but they are all at least 3.5 Page THE WITNESS: We are offering a Good 2 Neighbor Policy. If you're referencing good 3 neighbor with respect to a specific criteria, at 4 this point. In terms of differences in sound, 5 we're well within compliance of -- of the 6 criteria that are established, so I don't think 7 it's -- I think it's kind of a mute point. 8 We're on that property that's that landowner's 9 choice to host a turbine, and we're trying to 10 build a project around it. 11 MS. ACKERSON: How do you compensate 12 someone for a non-stop noise, seven days a week, hours a day, when there was no noise before, 14 that they didn't ask for, aren't being 15 compensated for? 16 THE WITNESS: I think it's relevant to 17 compensate somebody for anything above and 18 beyond a reasonable level, and the IPCB limits 19 prescribe exactly where we need to be. So we're 20 in compliance of those, and we don't feel 21 there's the need to compensate further beyond 22 that. 23 MS. ACKERSON: What do you -- do you 24 propose anything -- did your company propose Page times the height of the 512-foot turbine. 2 JUDGE SLAVIN: But that wasn't my 3 question. Is there a difference between a 4 turbine and participating owners -- landowners, 5 which is a much better term than mine. Is there 6 a difference between the distance in turbines -- 7 between a turbine and participating landowners 8 and the distance between a turbine and 9 non-participating landowners -- homes? 10 THE WITNESS: No, except for any -- any 11 waivers of setback we may or may not have 12 obtained. In fact, I don't believe in Lee 13 County we have set anything inside of 14 three-and-a-half times that 512-foot turbine, so 15 everything would be equivalent. 16 JUDGE SLAVIN: Go ahead, I'm not -- I'm 17 just trying to show you how to ask questions. 18 MS. ACKERSON: Wouldn't it, in your 19 opinion, be more -- if the neighbors are 20 experiencing more noise because it's closer to 21 their home than your own home when you're the 22 one that's reaping all the benefits from the 23 turbine, would that be, in your opinion, a good 24 neighbor? Page anything to eliminate flicker from the people's 2 homes that are not being compensated for 3 turbines? They are not the lessor, they are the 4 neighbor of the lessor. 5 THE WITNESS: Again, as we outlined in the 6 beginning with our Good Neighbor Agreement, we 7 are proposing to mitigate between 10 and 30 8 hours of shadow flicker as conservatively 9 modeled. But in exchange, we're also offering 10 for compensation above 10 hours of shadow 11 flicker as previously -- or as conservatively 12 modeled as well. So if you're asking about 13 total curtailment, that's -- we don't think that 14 that's a reasonable step. We're talking about 15 very minimal amount of shadow over -- over the 16 course of a year. Obviously, higher sometimes 17 than others, but still very much spread out and 18 reasonable. 19 MS. ACKERSON: How do you feel this is 20 minimal if it's -- when you're in your house, 21 it's like someone is turning on and off the 22 lights all day long? How do you feel that is 23 minimal THE WITNESS: It's -- 9 (Pages 785 to 788)

10 Page MS. ACKERSON: -- when it's not asked for, 2 it's not something that this person has signed 3 up for, they're being submitted to it against 4 their wishes? 5 THE WITNESS: It's nearly impossible that 6 somebody would have shadow flicker in their 7 house all day long. 8 MS. ACKERSON: When a 500 foot turbine is 9 south of their home, due south, and another 10 southeast and another southwest THE WITNESS: Again MS. ACKERSON: feet tall and feet from their home or 1200 feet, whatever 14 it is going to be. You say three times, so it 15 would be what, 1500 feet from the foundation of 16 their home or from their property line? 17 THE WITNESS: Is the question about the 18 setback? 19 JUDGE SLAVIN: That was so many questions, 20 I don't know what the question was. Just ask 21 him a question one at a time. 22 MS. ACKERSON: What's the setback from the 23 property line or the house? 24 THE WITNESS: There's a 1.1 times the Page height of a turbine setback from a 2 non-participating landowner's property line. 3 MS. ACKERSON: 1.1 from a 4 non-participating landowner? 5 THE WITNESS: Correct. 6 MS. ACKERSON: How far from the 7 participating landowner? 8 THE WITNESS: It would be within their 9 field, so it wouldn't be a setback. 10 MS. ACKERSON: So it's the property line. 11 THE WITNESS: For the 1.1 times the height 12 setback, yes. 13 MS. ACKERSON: What happened to the three 14 times? 15 THE WITNESS: You're asking about the times the height of a turbine setback from 17 homes, the additional setback above and beyond 18 the property line setback. 19 MS. ACKERSON: Do you have horses? Do you 20 have any experience with horses? 21 THE WITNESS: Minimal. 22 MS. ACKERSON: Minimal. What happens per 23 se, a homeowner, not participating, has horses, 24 they live on their property, that's a given, the Page shadow flicker keeps them off the pasture 2 because horses are very flighty, they're spooky. 3 A shadow comes flipping across their pasture, 4 they're probably not going to want to be out 5 there. Is your company going to compensate for 6 that? 7 THE WITNESS: No, I don't think that 8 that's a reasonable expectation for the life of 9 a wind farm, that horses would be afraid to go 10 into a pasture as a result of it. 11 MS. ACKERSON: Horses don't like things 12 they don't -- things they don't JUDGE SLAVIN: You're telling him things 14 again. Sorry, but you just -- you can't MS. ACKERSON: If -- if the homeowner 16 that's not participating can no longer use their 17 property for what they were using it for because 18 of the turbine, what kind of compensation would 19 there be? 20 THE WITNESS: There -- we don't have 21 anything -- any evidence to indicate that that's 22 going to be the case, so we have not considered 23 that. 24 MS. ACKERSON: Are you going to be Page consulting with any experts on horses and 2 behavior with shadow flicker? 3 THE WITNESS: No. We have done our 4 wildlife assessments and not found any reason to 5 believe that there's anything in that -- in that 6 regard. 7 MS. ACKERSON: Well, horses probably would 8 be a more domesticated animal than wildlife, 9 wouldn't they? 10 THE WITNESS: Again, I don't know enough 11 about it. I just know our wildlife assessment 12 did not address any concerns about horses. 13 MS. ACKERSON: What wind speed can the 14 wind turbines, that you are proposing, would 15 withstand without damage? 16 THE WITNESS: I'm not comfortable giving a 17 direct answer on that. I don't know the upper 18 limits. It will depend on the turbine model, it 19 will depend on the operational aspects of the 20 rest of the wind farm, so I can't really give 21 you a direct answer. 22 MS. ACKERSON: Will there be someone 23 testifying that can answer that? 24 THE WITNESS: That was not our intent, no. 10 (Pages 789 to 792)

11 Page There are provisions -- there are provisions for 2 redundant braking, as filled out in our 3 application, so that if winds are too strong in 4 the area, the turbines will be shut down. 5 MS. ACKERSON: And if the braking system 6 fails? 7 THE WITNESS: That's why it's called 8 redundant braking, I believe it's -- the 9 turbines are now designed to have backup to to those initial models. 11 MS. ACKERSON: Has your company spoke with 12 any of the other homeowners in the proposed wind 13 farm area, other than the lessors? 14 JUDGE SLAVIN: Let's call them 15 participating, just so we're all calling them 16 the same thing. Participating. 17 MS. ACKERSON: Participating. 18 THE WITNESS: Yes, we have. I mean, in 19 the -- in the acquisition of leases, we've 20 reached out to a variety of landowners to see if 21 they were interested in participating. 22 In addition to that, we have an office in 23 Walnut open. Frequently, we have a variety of 24 folks, including non-participating landowners, Page stop into that office and speak with us about a 2 variety of topics. 3 MS. ACKERSON: Are you aware that the 4 majority of homeowners in this area that you are 5 proposing are -- wait a minute. 6 The majority of homeowners in this area 7 that are not participating in this wind turbine 8 farm are -- don't want them in their area? 9 THE WITNESS: That's likely a deciding 10 factor in why they decided not to sign up their 11 land for the project, but their neighbors do 12 want them. 13 MS. ACKERSON: Why did we receive letters that all the homeowners in the area receive 15 letters about this proceedings? 16 THE WITNESS: That's a -- that's a 17 requirement of typical zoning procedures, to 18 give notice to folks in the area that may be 19 within a certain distance of a zoning 20 decision -- a pending zoning decision. 21 MS. ACKERSON: Am I right in saying, that 22 is so that their voice can be heard so that if 23 there's an objection to a proposed new building, 24 new road, new this, new that, if there's an Page objection to it, if it imposes on their life and 2 their life-style, their voice is -- has a right 3 to be heard? 4 THE WITNESS: Absolutely, as does just a 5 -- kind of as the Judge outlined in who might be 6 here this evening, folks finding out facts about 7 how the wind farm is proposed. Not necessarily 8 objecting, just observing the proceedings. 9 MS. ACKERSON: Wouldn't you say that a foot wind turbine right across the street, 11 where nothing was before, is a pretty big change 12 to a person's life and livelihood in their home? 13 THE WITNESS: No, not necessarily. 14 MS. ACKERSON: Do you have one across the 15 street from you? 16 JUDGE SLAVIN: Miss Ackerson, whether he 17 does or not MS. ACKERSON: I just wondered how it 19 impacts his life. 20 JUDGE SLAVIN: You know, this is not his 21 petition, it's Mainstream's -- uhm, Green River 22 Wind Farm Phase I, LLC's application, not his. 23 MS. ACKERSON: Are you aware that some of 24 the homeowners that did sign up would like to Page change their mind or back out? 2 THE WITNESS: I'm not aware of -- of 3 frequent numbers of them, no. 4 MS. ACKERSON: Is it possible for them to 5 do that, if that's what they have chose to do? 6 THE WITNESS: After the planning of the 7 project, it's possible that some leases may be 8 released. 9 MS. ACKERSON: How do they go about that? 10 THE WITNESS: They can certainly submit a 11 request in writing. Most of the provisions of 12 any of the leases require written correspondence 13 between both parties and that request would be 14 considered, but again, it's likely a 15 post-project planning decision before that before that decision would be made. 17 MR. ACKERSON: Will the homeowners that 18 are directly impacted by the flicker and by the 19 noise, will they receive breaks on their 20 electric bills? 21 THE WITNESS: Not as a direct result of 22 the wind farm, no. 23 MS. ACKERSON: Will they receive lower 24 taxes on their homes? 11 (Pages 793 to 796)

12 Page THE WITNESS: That will depend on the 2 taxing bodies and their decisions with what to 3 do with the additional tax revenues. 4 MS. ACKERSON: Are you planning to plant 5 any trees or berms or anything like that to 6 block out the noise or the flicker? 7 THE WITNESS: That's certainly something 8 we're willing to consider to those folks above 9 10 hours of modeled shadow flicker. 10 MS. ACKERSON: Are you aware, as most 11 people are that have discussed this situation 12 and these wind farms, that cell phones do not 13 want to work within these wind farms when the 14 turbines are close? 15 THE WITNESS: I haven't really heard 16 testimony to the fact that most people have cell 17 phone problems within these wind farms. 18 Personally, I have experienced being 19 through this area where there's already cell 20 phone signal issues. And when I drive past Big 21 Sky coming to Walnut, I actually have reception, 22 so I can't say that a direct result of this area my personal experience is not -- is not the 24 case that there's any kind of correlation Page between the two. 2 MS. ACKERSON: Have you drove down 26, 3 north of Ohio? 4 THE WITNESS: I have. 5 MS. ACKERSON: Are you able to keep your 6 cell phone reception through that area? 7 THE WITNESS: I actually lose it pretty 8 far north near, uhm, there's a roadside park, I 9 think it's Camp Joy Bible Camp in that area. I 10 lose it around that area, and I pick it up as 11 I'm getting into Ohio. 12 MS. ACKERSON: Where all the high wires 13 are? 14 THE WITNESS: You know, there's high wires 15 all the way up to Dixon, so I don't think that 16 there's any correlation. I just know that 17 that's kind of the spot on MS. ACKERSON: Where does your company 19 plan on putting the high wires for this wind 20 farm? 21 THE WITNESS: There will probably be 22 little to no high wires. Our substation and 23 interconnect points are planned for Whiteside 24 County. Page Ms. ACKERSON: I've noticed a lot of 2 trees -- whoops, sorry. 3 Is your company involved in the trees 4 being removed from the Green River Wildlife 5 Preserve along Maytown Road? 6 THE WITNESS: No, we haven't done any work 7 like that, no. 8 MS. ACKERSON: Is there any compensation 9 set up by your company for homeowners in the 10 wind farm area if they aren't able to use their 11 phones or get reception on their TV? 12 THE WITNESS: As I outlined earlier, we do 13 have a baseline study for TV reception, so we 14 know what the current signal strength is 15 throughout the area. 16 With respect to phones, we can certainly 17 review -- we can review the individual basis 18 scenarios. We do have a communications analysis 19 that indicates that as planned, there won't be 20 an impact. 21 MS. ACKERSON: Are you aware that there's 22 always been -- already that kind of impact on 23 Baseline Road and on Easy Road? 24 THE WITNESS: What kind of impacts Page specifically are you -- 2 MS. ACKERSON: Homeowners on Easy Road 3 that cannot -- have gone through several 4 different phone companies, still cannot find one 5 that can get a signal out there, and their TV 6 has not worked since that Big Sky Wind was 7 completed. 8 THE WITNESS: I can't speak to those 9 specific instances, I'm not -- I'm not aware of 10 the nuances related to that. 11 MS. ACKERSON: What kind of assistance 12 does your company have set into place for a 13 homeowner that is not participating in the wind 14 farm but finds themselves living in the middle 15 of a wind farm that wants to move and cannot 16 sell their property? Does your company plan to 17 help them in any way? 18 THE WITNESS: That's not our intent at 19 this point, no. 20 MS. ACKERSON: I'm done. 21 JUDGE SLAVIN: Thank you. 22 MS. ACKERSON: Thank you. 23 JUDGE SLAVIN: Marilyn Henry? 24 MS. HENRY: Not at this time. 12 (Pages 797 to 800)

13 Page JUDGE SLAVIN: I'm sorry, I just couldn't 2 hear you. 3 MS. HENRY: Not at this time, thank you. 4 JUDGE SLAVIN: Thank you. 5 Kathryn Guither? G-U-I-T-H-E-R. 6 Kendall Guither? 7 Giles Kleve -- Kalvelage? 8 MR. KALVELAGE: Kalvelage works. 9 JUDGE SLAVIN: Sorry. 10 MR. KALVELAGE: Eh, that's no problem. 11 JUDGE SLAVIN: And I'll forget it when it 12 comes up again, but at least you told me. 13 MR. KALVELAGE: Probably starting to be 14 able to spell it here now. 15 JUDGE SLAVIN: Miss Reporter, 16 K-A-L-V-E-L-A-G-E, Kalvelage. 17 MR. KALVELAGE: Good evening. 18 THE WITNESS: Evening. 19 MR. KALVELAGE: If there were no 20 restrictions, what would be the maximum density 21 of, say, a 500-foot wind turbine per square mile 22 that could be successfully and practically 23 erected? 24 THE WITNESS: I'm not sure I followed that Page again, there's something I described before are 2 the line losses, which is the further apart 3 turbines get, those collector cables in between 4 have losses to them as well, so want to minimize 5 that. It's a delicate balance. 6 MR. KALVELAGE: So you'd probably say 7 they'd be closer together to avoid line loss? 8 THE WITNESS: Closer together to avoid 9 line loss, but only to a certain point so you 10 could avoid wake losses, so MR. KALVELAGE: I guess that's what I'm 12 trying to figure out. What -- how close can we 13 do it. If there's no restrictions, government 14 doesn't have any restrictions, you don't have to 15 worry about neighbors, what's my best ability to 16 produce the most amount of profitable 17 electricity that I could actually build at a 18 profitable rate, how close could I get? 19 THE WITNESS: Depends on the turbine 20 model, depends on the economies of scale of the 21 wind farm, so it depends on a variety of 22 factors. 23 MR. KALVELAGE: If I had a -- and I 24 know -- I'm not asking for a specific Page question. Can you ask it one more time? If 2 there are no restrictions -- 3 MR. KALVELAGE: Yeah, if this were -- if 4 you had a model case. You're sitting back in 5 your office saying, gosh, how many wind turbines 6 could I build in a given square mile that was 7 perfect. Perfect setting, you didn't have to 8 worry about setbacks, and what's going to be 9 good for the company, what's going to be the 10 most economical, how many could I build? 11 THE WITNESS: There's not going to be a 12 direct answer to that question, because it 13 depends on a variety of factors in the area, and 14 not the least of which is the wind speed and 15 direction. In the Midwest, particularly in 16 Illinois, we have somewhat omnidirectional winds 17 typically blowing from the west, whether it's 18 northwest or the southwest, but that's not 19 always the case, sometimes it does below from 20 the east. So it would depend on that more than 21 anything. There's a spacing between the 22 turbines. It could depend on the turbine model 23 and the performance as to how close you would 24 want them, as they wake each other. And then Page engineering thing. I tried to sit down and 2 figure that out today and had very much 3 difficulty, but for the best maybe the practical 4 person perception to give me an idea, if I had a foot wind turbine, could I put it a thousand 6 feet away from a second wind turbine, given that 7 if either one of them fell from each other? 8 Cause at that point then I'm figuring, I could 9 probably fit 35 windmills -- between 30 and windmills per square mile. 11 JUDGE SLAVIN: You're telling him things 12 again. What's question in there? 13 MR. KALVELAGE: The question is how close 14 can I put these things? How dense JUDGE SLAVIN: You've asked him that 16 question twice now, and he said it's dependent 17 on a variety of factors. 18 MR. KALVELAGE: Given best optimal 19 factors. 20 THE WITNESS: One of the -- one of the 21 metrics used in the industry is rotor diameters. 22 Because of those wake losses more than anything, 23 try to space things apart a certain number of 24 rotor diameters. Sometimes it's less than 13 (Pages 801 to 804)