2. There was no sign on or near Freeman Smith # D-1 SWD well or battery. This is a violation of Part II A. 3. of the permit.

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1 April 12, 2012 Rodney Babb Blue Steel Investments 1900 E. 15 th Building 600E Edmond, OK RE: Freeman Smith # D-1 SWD System Permit Tracking No.: 0461-WG-SW-3, AFIN No Dear Mr. Babb: On March 15, 2012, I performed a routine compliance inspection of the referenced facility in accordance with the provisions of the Arkansas Water and Air Pollution Control Act and the regulations promulgated thereunder. This inspection revealed the following violations: 1. There was a leak from Cross/Southern Craft # A -1 into Prong of Dry Branch and one from a transmission line from Cross/Southern Craft # s B-10 & B-5 into Prong of Dry Branch. This is a violation of Part I A. 6. B. of the permit. 2. There was no sign on or near Freeman Smith # D-1 SWD well or battery. This is a violation of Part II A. 3. of the permit. 3. There was a leak from the drain pipe of the tank battery. There was a leak from a frac tank located near Cross/Freeman Smith # A-9. There were gear oil spills at Cross/Freeman Smith # A-10 and Cross/Southern Craft # B-5. There was a leak from a transmission line near Cross/Freeman Smith # B-1. There were several leaks from tanks and valves in the tank battery. These are violations of Part I A. 6. B. of the permit. 4. There was free oil standing in the tank battery. This is a violation of Part II B. 10. A. of the permit. 5. There had been a change in operator to Blue Steel Investments without a change to the NOI. This is a violation of Part I B. 1. C. of the permit.

2 Blue Steel Investments April 12, 2012 Page 2 The above items require your immediate attention. Please submit a written response to these findings to Water Division Enforcement Branch. This response should be mailed to the address below, or ed to Water-Enforcement-Report@adeq.state.ar.us. This response should contain documentation describing the course of action taken to correct each item noted. This corrective action should be completed as soon as possible, and the written response with all necessary documentations (i.e. photos) is due by April 22, Sincerely, Chris Voss Water Inspector Water Division cc: Water Division Permits Branch Water Division Enforcement Branch No Discharge SWD Report Page 2

3 ARKANSAS DEPARTMENT OF ENVIRONMENTAL QUALITY GENERAL PERMIT 0000-WG-SW INSPECTION FORM AFIN: Permit No.: 0461-WG-SW-3 Inspection Date: 3/15/12 Media: Water Inspector: Chris Voss Compliance Status: IN / OUT 1. Permittee (Operator): Blue Steel Investments System Name: Freeman Smith # D-1 SWD Location: N W County: Calhoun 2. Name of On-Site Representative: N/A 3. Name of Responsible Official: Rodney Babb Address: 1900 E. 15 th Building 600E, Edmond, OK Telephone: Production Wells: Production Well Number Location Tank Battery Number Cross/Freeman Smith # B-1, B-5, A-4, A-9, A-10, A-11, A-12, A-15 Cross/ Southern Craft # A-1. A-6, A-7, A-8, B-3, B-5, B-10, B Are complaints registered against this permitted facility? Yes No If yes, give date and description of complaint: 6. Are there any additions, modifications, or corrections to the facility since the last inspection? Yes No If yes, explain: Facility has had a change of operator without a change to NOI. No Discharge SWD Report Page 3

4 7. Nearest Stream: Dry Branch 8. Is runoff or a discharge present, or evidence of runoff or a discharge present? Yes No If yes, describe: Leaks from production wells into Waters of the State at two locations 9. Are there any oil or saltwater spills at the site? If yes, describe: Yes No 10. Are there any pits containing oil or saltwater at the site? Yes No If yes, describe: 11. Is a sign posted with the information required by the general permit? Yes No If no, describe: No sign on or near Freeman Smith # D-1 SWD well or battery 12. Does the firewall berm appear impermeable & able to contain 1.5 times the largest vessel? Yes No If no, describe:. 13. Is the firewall free from excessive vegetation? If no, describe: Yes No 14. If a pipe is present through the firewall, is it capped to prevent a discharge? Yes No If no, explain: Leak from drain pipe of the tank battery 15. Are the tanks & pumps free from leaks? Yes No If no, describe: Several leaks from tanks and pumps inside tank battery & well heads 16. Any leaks or excessive vegetation noted at the transmission lines during the inspection? Yes No If yes, describe: Large leak from transmission line from wells CSC # s B-5 & B-11 No Discharge SWD Report Page 4

5 17. Are there any production wells associated with the SWD system that are not listed on the permit? Yes No If yes, describe: SUMMARY OF FINDINGS/COMMENTS 8. Leak from Cross/Southern Craft # A-1 in to Prong of Dry Branch and one from transmission line from Cross/Southern Craft # s B-11 & B-5 into Prong of Dry Branch. 11. No sign was posted on or near Freeman Smith # D-1 SWD. 14. Leak from drain pipe of the tank battery. 15. Leak from frac tank near Cross/Freeman Smith # A-9. Gear oil spills at Cross/Freeman Smith # A-10 & Cross/Southern Craft # B-5. Several leaks from tanks and pumps in tank battery. Free oil was standing in tank battery. 16. Large leak from transmission line from Cross/Southern Craft # s B-5 & B-11 and small leak near Cross/Freeman Smith # B-1 6.Change of operator to Blue Steel Investments without a change to NOI. Inspector Signature: Date of Report: March 29, 2012 Signature of Reviewer: Date of Review: April 6, 2012 No Discharge SWD Report Page 5

6 Photo No. 1 Of 24 Date: 3/15/12 Time: 0917 Description: Leak at well head of CSC # A-1 Photo No. 2 Of 24 Date: 3/15/12 Time: 0918 Description: Leak from CSC # A-1 into creek No Discharge SWD Report Page 6

7 Photo No. 3 Of 24 Date: 3/15/12 Time: 0946 Description: Same as above Photo No. 4 Of 24 Date: 3/15/12 Time: 0956 Description: Leak from frac tank near CFS # A-9 No Discharge SWD Report Page 7

8 Photo No. 5 Of 24 Date: 3/15/12 Time: 0956 Description: Same as above Photo No. 6 Of 24 Date: 3/15/12 Time: 0956 Description: Same as above No Discharge SWD Report Page 8

9 Photo No. 7 Of 24 Date: 3/15/12 Time: 1014 Description: Leak from tank in battery Photo No. 8 Of 24 Date: 3/15/12 Time: 1016 Description: Leak from tank in battery No Discharge SWD Report Page 9

10 Photo No. 9 Of 24 Date: 3/15/12 Time: 1015 Description: Leak from drain pipe from tank battery Photo No. 10 Of 24 Date: 3/15/12 Time: 1016 Description: Excessive oil in tank battery No Discharge SWD Report Page 10

11 Photo No. 11 Of 24 Date: 3/15/12 Time: 1017 Description: Same as above Photo No. 12 Of 24 Date: 3/15/12 Time: 1018 Description: Leak from tank in tank battery No Discharge SWD Report Page 11

12 Photo No. 13 Of 24 Date: 3/15/12 Time: 1024 Description: Leak from saltwater pump in tank battery Photo No. 14 Of 24 Date: 3/15/12 Time: 1029 Description: Gear oil from CFS # A-10 No Discharge SWD Report Page 12

13 Photo No. 15 Of 24 Date: 3/15/12 Time: 1045 Description: Suspected small leak from transmission line near CFS # B-1 Photo No. 16 Of 24 Date: 3/15/12 Time: 1049 Description: Large leak from transmission line from CSC # s B-5 & B-11 No Discharge SWD Report Page 13

14 Photo No. 17 Of 24 Date: 3/15/12 Time: 1054 Description: Same as above Photo No. 18 Of 24 Date: 3/15/12 Time: 1054 Description: Same as above No Discharge SWD Report Page 14

15 Photo No. 19 Of 24 Date: 3/15/12 Time: 1109 Description: Run-off from transmission line leak Photo No. 20 Of 24 Date: 3/15/12 Time: 1109 Description: Same as above No Discharge SWD Report Page 15

16 Photo No. 21 Of 24 Date: 3/15/12 Time: 1109 Description: Run-off to Prong of Dry Branch Photo No. 22 Of 24 Date: 3/15/12 Time: 1104 Description: Gear oil from CSC # B-5 No Discharge SWD Report Page 16

17 Photo No. 23 Of 24 Date: 3/15/12 Time: 1113 Description: Run-off from trans mission line leak in road ditch Photo No. 24 Of 24 Date: 3/15/12 Time: 1130 Description: No sign at Freeman Smith # D-1 SWD No Discharge SWD Report Page 17

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