D 0 ST S. SCHELL A'fl'oiiSKYs Al- LAW. m o m rn o. June 25, VfA HAND DELIVERY

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1 D 0 ST S K SCHELL A'fl'oiiSKYs Al- LAW 17 North Second Street 12th Floor Harrisburg, PA Main Main Fax Christopher T. Wright cwright@postschell.co Direct Direct Fax June 25, 2015 VfA HAND DELIVERY Roseary Chiavetta, Secretary Pennsylvania Public Utility Coission Coonwealth Keystone Building 400 North Street, 2nd Floor North P.O. Box 3265 Harrisburg, PA oo o TTj - '" -<. CO c: ro DC O o rn o Rc: Re: Interstate Energy Copany Suppleent No. 2 to Tariff Pipeline - Pa. PUC No. 7 Docket No. Dear Secretary Chiavetta: Enclosed for filing on behalf of Interstate Energy Copany, f/k/a PPL Interstate Copany, is an original Suppleent No. 2 lo Tariff Pipeline - Pa. PUC No. 7 to change the operating nae of the Copany pursuant to Docket Nos. A and A Also enclosed is a certified copy ofthe nae change notification filed with the Pennsylvania Departent of Slate. As explained below, there will be no change in the operations, areas served, or scope of services offered as a result of this change. Interstate Energy Copany is a public ulilily under the Public Utility Code providing transportation of oil and natural gas lo electric generating slations pursuant to certificates of public convenience granted by Ihc Pennsylvania Public Utility Coission ("Coission"). Interstate Energy Copany currently owns and operates two pipelines that deliver fuel to two generating plants owned and operated by subsidiaries of PPL Energy Supply in Lower Mount Bethel Township, Northapton County, Pennsylvania. Prior lo June 1, 2015, Interstate Energy Copany was a wholly owned, indirect subsidiary of PPL Corporation ("PPL Corp."). On April 15, 2015, the Coission entered an Opinion and Order at Docket Nos. A and A that, aong other things, approved a transaction to transfer Interstate Energy Copany fro control of PPL Corp. to control of ALLENTOWN HARRISBURG LANCASTER PHILADELPHIA PITTSBURGH PRINCETON WASHINGTON, D.C. I31625l8vl A PENNSYL VANIA PROFESSIONAL CORPORATION

2 Roseary Chiavclla. Secretary June 25,2015 Page 2 Talen Energy Corporation ("Talen Energy"). 1 On June 1, 2015, PPL Corp. and Talen Energy closed on the transaction. Consequently, as of June 1, 2015, Interstate Energy Copany is a wholly owned, indirect subsidiary of Talen Energy. On June 17, 2015, Interstate Energy Copany changed its corporate nae fro "PPL Interstate Energy Copany" to "Interstate Energy Copany". Interstate Energy Copany has subitted the required nae change notification with the Departent of State, which is enclosed. Interstate Energy Copany will continue to operate under the existing tax identification for PPL Interstate Energy Copany. Suppleent No. 2 to Tariff Pipeline - Pa. PUC No. 7 reflects the corporate nae change and updates the physical address and the President of Interstate Energy Copany. No other changes to any tariff rates or rules have been ade. Interstate Energy Copany will continue to offer the sae services previously provided under the nae PPL Interstate Energy Copany, subject to the requireents and conditions of its Coission-approved tariff. There will be no changes in operations, services offered, custoer types served, or areas as a result ofthe nae change. Based on the foregoing, interstate Energy Copany, f/k/a PPL Interstate Energy Copany, respectfully requests that the Coission approve Suppleent No. 2 to Tariff Pipeline - Pa. PUC No. 7 to be effective June 17, Copies of this letter notification have been served as indicated in the attached Certificate of Service. Should you require anything further or have any additional questions, please do not hesitate to contact the undersigned directly. Respectfully subitted, Christopher T. d^fight S fe ^ crw/ji Enclosures S 3^ % rn xx>' 5.rn cc: Certificate of Service ^ 1 See Jo'l Applicaih of PPL Interstate Energy Copany and PPL Electric Utilities Corporation for Ali ofthe Necessary Authority, Approvals, and Certificates of Public Convenience (I) for the Transfer of PPL Corporation's Ownership interests in PPL Interstate Energy Copany to Talen Energy Corporation, and Certain Post-Closing Transactions Associated therewith; (2) for the Transfer of Certain Property interests Between PPL Electric Utilities Corporation and PPL Energy Supply, LLC and its Subsidiaries in Conjunction with the Transfer of All of the Interests of PPL Energy Supply, LLC and its Subsidiaries to Talen Energy Corporation; (3) for any Modification or Aendent of Associated Affiliated Interest Agreeents; and (4) for any Other Approvals Necessary to Coplete the Conteplated Transactions, Docket Nos. A and A (April 15, 2015) V]

3 Suppleent No. 2 TARIFF PIPELINE - Pa. PUC No. 7 INTERSTATE ENERGY COMPANY (Forerly PPL Interstate Energy Copany) (c) PIPELINE TARIFF THE RATES AND CHARGES NAMED IN THIS TARIFF ARE FOR THE TRANSPORTATION OF PETROLEUM PRODUCTS AND/OR NATURAL GAS AS DEFINED IN THE RULES AND REGULATIONS NAMED IN TARIFF PIPELINE-Pa. PUC No. 7 CO 70 o rn O PETROLEUM PRODUCTS: AND/OR NATURAL GAS: FROM Marcus Hook, PA (Delaware County) Quakertown, PA (Bucks County) Hellertown, PA (Northapton County) TO Martins Creek, PA (Northapton County) and all interediate points Martins Creek, PA (Northapton County) and all interediate points Martins Creek, PA (Northapton County) and all interediate points Subject to the Rules and Regulations contained herein. ISSUED: June 25, 2015 EFFECTIVE: June 17, 2015 ISSUED BY Clarence J. Hopf, President 835 Hailton Street, Suite 150 Allentown, Pennsylvania (c) (c) Indicates change

4 NTERSTATE ENERGY COMPANY Suppleent No. 2 TARIFF PIPELINE - Pa. PUC No. 7 First Revised Page No 2 Canceling Original Page No. 2 CHANGES: LIST OF CHANGES MADE BY THIS SUPPLEMENT Cover Page The corporate nae was changed fro "PPL Interstate Energy Copany" to "Interstate Energy Copany." The physical address and the President of Interstate Energy Copany were updated. Issued: June 25, 2015 Effective: June 17, 2015

5 COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF STATE JUNE 17, 2015 TO ALL WHOM THESE PRESENTS SHALL COME, GREETING: Interstate Energy Copany I, Pedro A. Cortes, Secretary ofthe Coonwealth of Pennsylvania do hereby certify that the foregoing and annexed is a true and correct copy of AMENDED CERT. OF AUTHORITY-BUSINESS Foreign filed on June 2, 2015 which appear of record in this departent. IN TESTIMONY WHEREOF, I have hereunto set y hand and caused the Seal of the Secretary's Office to be affixed, the day and year above written. Secretary of the Coonwealth Certification Nuber: Verify this certificate online at

6 Entity #: Date Filed: 06/02/2015 Pedro A. Cortes Secretary of the Coonwealth PENNSYLVANIA DEPARTMENT OF STATE BUREAU OF CORPORATIONS AND CHARITABLE ORGANIZATIONS Application tor Aended Certificate of Authority Foreign Corporation (ISPa.CS.) ^ Foreign Business Corporation ( 4124) Foreign Nonprofit Coiporation ( 6124) Nnnw Address Or GO,)AJ-HI Coonwealth of Pennsylvania AMENDED CERT. OF AUTHORITY-BUSINESS Forcion A PaQets) ri?y I Fee: $250 In copliance with (he requireents of the applicable provisions of 15 Pa.C.S. (relating to corporations and unincorporated associations), tbc undersigned foreign corporation, desiring to receive an aended certificate of authority, hereby states that: I, The nae under which (he corporation currently holds a certificate of authority to do business within the Coonwealth of Pennsylvania Is: PPL Interstate Energy Copany 2. The nae of the jurisdiction under, the laws of which (he corporation is incorporated is: Delaware 3. The address of its principal office under the laws of the Jurisdiction in which It Is incorporated Is: 1209 Orange Street Wilington DB Nuber and Street "Siiito" "Zip" 4. The (a) address of this corporation's registered office in this CoonweaJlb or (b) nae of its coracrcial registered office provider and the county of venue is: (a) Nuber and Street City State 835 Hailton Street, Suite 150 Allentown PA (b) Nae of Coercial Registered Offlco Provider c/o; Zip County 1810) Lehigh County Check if applicable; [XlThe foregoing reflects a change in Pennsylvania registered office. RAM I. Of 1OT0IJ WOlKM Xlnw Oflfct CcrlilWalioirf: I'^WJUN '2 PH # 1*2 PA. DEPT. OF STATE

7 DSCB:I5-4I26/<Jl26-2 5, Tlic corporation desires thai fts certificate of aothority be aended to ojiange orcoirect the following inforation: The nae under which the oorporatlon holda a certificate of authority to do business within the Coonwealth of Pennsylvania is aended to be Intcratatc Energy Copany, jlhe aendent adopted by the corporation is set forth in ftill ID Exhibit A attached hereto and ade a part hereof. 6. (fthe aendent set forth In Paragraph 3 reflects a change tn the nae qfthe corporallon to one not available for use in this Coonwealth, coplete thefollowing: Thefictitiousnae which the corporalion adopts for use in transacting businesstathis Coonwealth is: The corporation shall do business In Pennsylvania only undo- suchfictitiousnae pursuant to the attached resolution ofthe board of directors under the applicable provisions of 15 Pa.CS. (relating to corporations and unincorporated associations) and the attached for DSCB;54~311 (Application for Registration of Fictitious Nae), 7, If the aendent setforth in Paragraph 5 refects a change In the nae of the carpoixttlon t check one of the following'. r^tlthe change of nae reflects a change effected in the Jurisdiction of incorporation Docuents coplying with the applicable provisions of 15 Pa.C.S. 4123(b) or 6123(b) (relating to exception; nae) accopany this application. IN TESTIMONY WHEREOF, the undereigned oorporation has oaused this Application for an Aended Certificate of Authority to be signed by a duly authorirad officer thereof this 12nd day of June Interstate Energy Copany Nae of Corporation d^-yj^ q. /le<m rt^t ^ Signature Jennifer A. Beck, Assistant Secretary ' TO Rov. 9/12 PAM I- otflmd j W«tt*n Uuwu Onto Certification^: Page 2 of 2

8 CERTIFICATE OF SERVICE Docket Nos. A & A I hereby certify that a true and correct copy of the foregoing has been served upon the following persons, in the anner indicated, in accordance with the requireents of 52 Pa. Code 1.54 (relating to service by a participant). Darryl Lawrence, Esquire Aron J. Beatty, Esquire Brandon J. Pierce, Esquire Office of Consuer Advocate 555 Walnut Street Foru Place, 5th Floor Harrisburg, PA Steven C. Gray, Esquire Office of Sall Business Advocate 300 North Second Street, Suite 202 Harrisburg, PA VIA & FIRST CLASS MAIL Marissa Boyle Bureau of Technical Utility Services PA Public Utility Coission Coonwealth Keystone Building 400 North Street, 3 rd Floor West & ^ PO Box tl rn Harrisburg, PA H O ^ ro Bureau of Investigation & Enforceent "-"J-, ««PO Box 3265 % a 3= rn Coonwealth Keystone Building 400 North Street, 2nd Floor West Harrisburg, PA ' : yj- 1 Date: June 25, 2015 Christopher, I v]

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