NC0046213_owner name change_19971231

State of North Carolina
Department of Environment
and Natural Resources
Division of Water Quality
James B. Hunt, Jr., Governor
Wayne McDevitt, Secretary.
A. Preston Howard, Jr., P.E., Director
Mr. C. C. Cook
Marathon Ashland Petroleum, LLC
539 S. Main Street
Findlay OH 45840
Dear Mr. Cook:
E D E N R
December 31,1997
Subject: Permit Modification - Name Change
Marathon Ashland Petroleum, LLC
(formerly Marathon Oil Company)
Permit No. NCO046213
Mecklenburg County
In accordance with your completed name/ownership change application dated October 29,
1997, we are forwarding herewith the modified Certificate of Coverage page for the subject facility. The
only changes in this permit are in regard to name and ownership. All other terms and conditions in the
original permit remain unchanged and in full effect. This Certificate of Coverage is issued pursuant to
the requirements of North Carolina General Statute 143-215.1 and the Memorandum of Agreement
between North Carolina and the U. S. Environmental Protection Agency dated December 6, 1983.
If any parts, measurement frequencies or sampling requirements contained in this permit are
unacceptable to you, you have the right to request an individual permit by submitting an individual
permit application. Unless such request is made, this certificate of coverage shall be final and binding.
Please take notice that this certificate of coverage is not transferable except after notice to the
Division of Water Quality. The Division of Water Quality may require modification or revocation and
reissuance of the certificate of coverage.
This permit does not affect the legal requirements to obtain other permits which may be
required by the Division of Water Quality or permits required by the Division of Land Resources,
Coastal Area Management Act or any other Federal or Local governmental permit that may be required.
If you have any questions concerning this change, please contact Steve Coerper at 919/ 733-5083,
extension 361.
Sii ce
A. Preston Howar , Jr., P.E.
cc: Mooresville Regional Office, Water Quality Section
Central Files
Permits and Engineering
P.O. Box 29535, Raleigh, North Carolina 27626-0535 Telephone [phone] FAX [phone]
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Permit No. NCO046213
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
PERMIT
TO DISCHARGE WASTEWATER UNDER THE
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
In compliance with the provision of North Carolina General Statute 143-215.1, other lawful
standards and regulations promulgated and adopted by the North Carolina Environmental
Management Commission, and the Federal Water Pollution Control Act, as amended,
Marathon Ashland Petroleum LLC
is hereby authorized to discharge wastewater from a facility located at
8035 Mount Holly Road
Paw Creek
Mecklenburg County
to receiving waters designated as an unnamed tributary to Long Creek in the Catawba River Basin
in accordance with effluent limitations, monitoring requirements,. and other conditions set forth in
Parts I, II, III, and IV hereof.
This permit shall become effective December 31, 1997.
This permit and authorization to discharge shall expire at midnight on August 31, 2001.
Signed this 30th day of December, 1997.
A. Preston Howard, Jr., P.E., Director
Division of Water Quality
By Authority of the Environmental Management Commission

Permit No. NC0046213
SUPPLEMENT TO PERMIT COVER SHEET
Marathon Ashland Petroleum LLC
is hereby authorized to:
1. Continue to operate a spill containment area and final holding pond located at 8035 Mount
Holly Road, Paw Creek, Mecklenburg County (See Part III of this Permit), and
2. Discharge stormwater from the diked storage area from said treatment works at the location
specified on the attached map into an unnamed tributary to Long Creek which is classified
Class WS-IV waters in the Catawba River Basin.

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Logistics & Terminals
Environmental & Safety
II-19-g7
Marathon
MARATHON ®II Company
October 29, 1997
539 South Main Street
Findlay, OH 45��
Telephone 419/
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Attn: A. Preston Howard, Jr.
State of North Carolina
Department of Environment, Health and Natural Resources
Division of Water Quality
512 North Salisbury Street
Raleigh, North Carolina 27611
RE: Marathon Oil Company
Water Pollution Permits: NCG510364, NC0046213
Notice of Facility Ownership Transfer
Dear Mr. Howard:
UN -
UlR�CTpVA s`Q YtIn,
Please be advised that ownership of the petroleum terminal facilities located at 8035
Mt. Holly Road, Paw Creek, NC 28130-0075 will be transferred to the Marathon
Ashland Petroleum LLC effective December 31, 1997. The petroleum terminal
includes water emission sources that are regulated pursuant to permits NCG510364
and NC0046213.
Marathon Ashland Petroleum LLC, as the new petroleum storage facility owner and
operator will abide by all conditions pursuant to the referenced permits and other
applicable water pollution control laws and regulations. Further, we request that new
permits and/or other appropriate authorization to operate these water emission sources
be provided to us to insure our continued operation of the petroleum terminal without
disruption of the supply of petroleum products to area consumers. A check in the
amount of $200 is provided to pay for the new permits. I have enclosed a copy of the
ownership transfer agreement.
A subsidiary of USX Corporation

Sincerely,
MARATHON OIL COMPANY
Authorized Signatory
-4"1UJZa-- od�--
Fred L.. Adams: Manager of Logistics & Terminals
MARATHON ASHLAND PETROLEUM LLC
Authorized Signatory
C. C. Cook: President
Enclosures

State of North Carolina
Department of Environment,
Health and Natural Resources !�y •
Division of Water Quality *�
James B. Hunt, Jr., Governor
Jonathan B. Howes, Secretary 3.-Y
A. Preston Howard, Jr., P.E., Director h,
a
WATER QUALM SEC —TIC � , , ,Iu
t�� .i• �•
Permit Number:
1. Permit holder's name: Marathon Oil Company
F. L. Adams
2. Permii s signing official's name and t tle: (person legally responsible for permit)
Manager, Logistics & Terminals
(Tale)
3. Mallingaddress, 539 S. Main St
State: OH Zip Code: 45840
Il.NFwOy
.NEEINAMFil.
). This request for a name change is a result of:
x_a. Change in ownership of property/compan,
_b. :Fame change only
_c. Other (please
City, Findlay
Phony. ( 419) 4�7—
2. New owner's name (rametobeput onpermit): Marathon Ashland Petroleum LLC
S. New owner's or sigvng official's name and title: C. C. Cook
(Person legally responsible for permit)
President
(Title)
4. Mailing address: 539 S. Main St. cry: -inlay
State: OH Zip Code: 45840 phone_(419) 422-2121
P.o. 8ox 29535, Raleigh, North Curolina 27626-0535 Toiephone [phone] FAX [phone]
An Equa: Opponunity Affirmative Action Employer 50% recycled / 10;6 post=o�sumer paper

r
PERMIT NAME / OWNERSHIP CHANGE FORM
THIS APPLICATION PACKAGE WILL NOT BE ACCEPTED BY THE DIVISION OF WATER QUALITY
UNLESS ALL OF THE APPLICABLE ITEMS LISTED BELOW ARE INCLUDED WITH THE SUBMITTAL.
REQUIRED ITEMS:
1. This completed application
2. Processing fee of $100.00 (Checks to be made payable to DEHNR)
3. Legal documentation of the transfer of ownership (such as a contract, deed, articles of
incorporation)
Certification mIt be completed and signed by both the current permit holder and the
new applicant in the case of change of ownership. For name change only, complete and
sign the application certification.
Current Permittee's Certification:
I, 11 F. L. Adams attest that this application for
name/ownership change has been reviewed and is accurate and complete to the best of
my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information and attachments are not
included, this application package will be returned as incomplete.
Signature: jY((� Date: 10/30/97
Applicant's Certification;
I C. C. Cook
attest that this application for a
name/ownership change has been reviewed and is accurate and complete to the best of
my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information and attachments are not
included, this at��,licatn paces will be returned as incomplete.
%
P�Jii�`Date:
THE COMPLETED APPLICATION PACKAGE, INCLUDING ALL SLrPPORTING
INFORMATION & MATERIALS, SHOULD BE SENT TO THE FOLLOWING ADDDRESS:
NC DEHNR, Division of Water Quality
Water Quality Section, Permits and Engineering Unit
P. O, Box 29535
Raleigh, North Carolina 27626-0535

Logistics & Terminals -
Environmental & Safety
Ah MarathonMARATHON Oil Company/
October 29, 1997
Attn: A. Preston Howard, Jr.
State of North Carolina
539 South Main Street
Findlay, 0Ii+45840-3295
Telephone [phone]
Department of Environment, Health and Natural Resources
Division of Water Quality
512 North Salisbury Street
Raleigh, North Carolina 27611
RE: Permit Transfer Notification
NPDES Permit Nos. NCG510364, NCO046213
Marathon Oil Company
Charlotte terminal
Paw Creek, NC
Dear Mr. Howard:
'1/V. OF I
Please be advised that Marathon Oil Company will transfer ownership of the
Charlotte petroleum terminal located at 8035 Mt. Holly Road, Paw Creek, NC
28130-0075 to Marathon Ashland Petroleum LLC. The LLC is a joint venture of
Marathon Oil Company and Ashland, Inc. Marathon Oil Company will hold a sixty-
two percent ownership interest in the LLC. The other thirty-eight percent ownership
interest will be held by Ashland, Inc.
This notification of the change in ownership of the Charlotte petroleum terminal is
provided pursuant to the standard conditions of the referenced permit. The
information required to accompany the notification is provided below:
NPDES Permit Number
NCG510364, NCO046213
Paw Creek, NC
2. Effective Date of the Ownership Transfer
December 31, 1997
Permit Transferor
Marathon Oil Company
539 South Main Street
Findlay, OH 45840
A subsidiary of USX Corporation

4. Permit Transferee
Marathon Ashland Petroleum LLC
539 South Main Street
Findlay, OH 45840
5. Responsible Parties
Marathon - Manager of Logistics & Terminals
Marathon Ashland Petroleum LLC - President
6. Transferee Statement
Marathon Ashland Petroleum LLC agrees to assume responsibility for the NPDES
permit effective December 31, 1997.
7. Transferor Statement
Marathon Oil Company agrees to relinquish responsibility for the NPDES permit
effective December 31, 1997.
8. Authorized Signatories
Marathon Oil Company -
Marathon Ashland Petroleum L
9. Terminal Changes
The change in ownership will not involve modification to the facility, its
operations, or other changes which might offset the permit limits and conditions
contained in the permit.
We have enclosed for your file a copy of an agreement pertaining to the change in the
Charlotte terminal ownership. Please do not hesitate to contact David E. Siebold for
additional information at the above address or telephone [phone].

Sincerely,
MARATHON OIL COMPANY
Authorized Signatory
-4, Ld,,7� IVJI2 wa
Fred L. Adams: Manager of Logistics & Terminals
MARATHON ASHLAND PETROLEUM LLC
Authorized Signatory
C. C. Cook: President
Enclosures

AGREEMENT
THIS AGREEMENT made this 29th day of September 1997, by and between Marathon
Oil Company (MOC), an Ohio corporation with offices at 539 S. Main St., Findlay, Ohio 45840,
and Emro Supply LLC (ESL), a Delaware limited liability company with offices at 539 S. Main
St., Findlay, Ohio 45840.
WHEREAS, on or about May 15, 1997, MOC and Ashland, Inc. announced the signing
of a Letter of Intent between the two companies in which they would form a limited liability
company as a joint venture between them for the operation of the respective companies' refining,
supply and transportation, and marketing operations.
WHEREAS, it is contemplated that as part of such' -joint venture operation, the assets
necessary therefor will be transferred to ESL, together with all permits, registrations, licenses or
similar items necessary for such operations to be conducted in accordance with past practices and
in accordance with all applicable laws, rules and regulations.
WHEREAS, the operation of such assets by ESL requires in many instances the advance
notification or application to the appropriate environmental regulatory agencies.
WHEREAS, in order to facilitate a timely closing of the formation of the joint venture, it
is necessary to enter into this agreement.
THEREFORE, in consideration of the mutual promises contained herein and the receipt
of other good and valuable consideration, the sufficiency of which is acknowledged, the parties
agree as follows:
1. On or after December 1997, MOC, by general and specific conveyance, will transfer to
ESL, and ESL agrees to accept, substantial downstream assets including the Garyville Refinery
located in St. John the Baptist Parish, Louisiana, including all environmental or other permits,
registrations and licenses necessary or useful for the operation thereof.
2. Each party agrees to make all appropriate and necessary filings with regulatory agencies,
including environmental agencies, necessary to effectuate all such transfers. These shall include,
without limitation, notices of change in ownership or operational control for permit, registration
or license purposes of the assets and, where appropriate, application for new or amended
licenses, registrations and permits. Each party agrees to cooperate fully with the other in order to
assist in completing such filings in a timely manner.
3. Each party acknowledges that this agreement is a necessary part of such transaction and
that it may be disclosed where necessary to accomplish the ultimate change of permits to ESL.
- 1 -

IN WITNESS WHEREOF, MOC and ESL have signed this agreement effective on the
date first written above.
Marathon Oil Co any
By:
Name: K. enni ng
Title: Vice President
Emro Supply C
By:
Name: C . C . Cook
Title: President
RLA:82851
9-29-97
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