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CASELLA WASTE SYSTEMS INC Regulatory Filings 2011

Aug 8, 2011

30945_rf_2011-08-08_fb3ce01c-2d10-43cc-82d3-0c533799e808.zip

Regulatory Filings

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Registration No. 333-175107

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Casella Waste Systems, Inc. (Exact name of registrant as specified in its charter)

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Delaware (State or other jurisdiction of incorporation or organization) 03-0338873 (I.R.S. Employer Identification Number)

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25 Greens Hill Lane Rutland, Vermont (802) 775-0325 (Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Offices)

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John W. Casella Chairman and Chief Executive Officer Casella Waste Systems, Inc. 25 Greens Hill Lane Rutland, Vermont 05701 (802) 775-0325 (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)

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Copy to:

Jeffrey A. Stein Erika L. Robinson Wilmer Cutler Pickering Hale and Dorr LLP 60 State Street Boston, Massachusetts 02109 Telephone: (617) 526-6000 Telecopy: (617) 526-5000

Approximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective.

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. ý

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. o

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

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Large accelerated filer o Accelerated filer ý Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company o

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The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission acting pursuant to said Section 8(a), may determine.

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Registrant Guarantors

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Exact Name of Registrant Guarantor as specified in its Charter — All Cycle Waste, Inc. State or Other Jurisdiction of Incorporation or Organization — Vermont 4953 03-0343753
Atlantic Coast Fibers, Inc. Delaware 4953 22-3507048
B. and C. Sanitation Corporation New York 4953 16-1329345
Better Bedding Corp. New York 4953 16-1472389
Bristol Waste Management, Inc. Vermont 4953 03-0326084
C.V. Landfill, Inc. Vermont 4953 03-0289078
Casella Albany Renewables, LLC Delaware 4953 37-1573963
Casella Major Account Services, LLC Vermont 4953 30-0297037
Casella Recycling, LLC Maine 4953 01-0203130
Casella Renewable Systems, LLC Delaware 4953 51-0636932
Casella Transportation, Inc. Vermont 4953 03-0357441
Casella Waste Management of Massachusetts, Inc. Massachusetts 4953 03-0364282
Casella Waste Management of N.Y., Inc. New York 4953 14-1794819
Casella Waste Management of Pennsylvania, Inc. Pennsylvania 4953 12-2876596
Casella Waste Management, Inc. Vermont 4953 03-0272349
Casella Waste Services of Ontario, LLC New York 4953 06-1725553
Chemung Landfill, LLC New York 4953 13-4311132
Colebrook Landfill, LLC New Hampshire 4953 11-3760998
Corning Community Disposal Service, Inc. New York 4953 16-0979692
CWM All Waste LLC New Hampshire 4953 54-2108293
Forest Acquisitions, Inc. New Hampshire 4953 02-0479340
Grasslands Inc. New York 4953 14-1782074
GroundCo LLC New York 4953 57-1197475
Hakes C & D Disposal, Inc. New York 4953 16-0431613
Hardwick Landfill, Inc. Massachusetts 4953 04-3157789
Hiram Hollow Regeneration Corp. New York 4953 14-1738989
The Hyland Facility Associates New York 4953 16-1347028
KTI Bio Fuels, Inc. Maine 4953 22-2520171
KTI Environmental Group, Inc. New Jersey 4953 22-2427727
KTI New Jersey Fibers, Inc. Delaware 4953 22-3601504
KTI Operations Inc. Delaware 4953 22-2908946
KTI Specialty Waste Services, Inc. Maine 4953 22-3375082
KTI, Inc. New Jersey 4953 22-2665282
Maine Energy Recovery Company, Limited Partnership Maine 4953 22-2493823
New England Landfill Solutions, LLC Massachusetts 4953 04-3521834
New England Waste Services of Massachusetts, Inc. Massachusetts 4953 04-3489747
New England Waste Services of ME, Inc. Maine 4953 01-0329311
New England Waste Services of N.Y., Inc. New York 4953 14-1794820
New England Waste Services of Vermont, Inc. Vermont 4953 03-0343930
New England Waste Services, Inc. Vermont 4953 03-0338865
Newbury Waste Management, Inc. Vermont 4953 03-0316201
NEWS of Worcester LLC Massachusetts 4953 20-1970539
NEWSME Landfill Operations LLC Maine 4953 20-0735025
North Country Composting Services, Inc. New Hampshire 4953 04-3369678
North Country Environmental Services, Inc. Virginia 4953 54-1496372
North Country Trucking, Inc. New York 4953 16-1468488
Northern Properties Corporation of Plattsburgh New York 4953 14-1713791
PERC, Inc. Delaware 4953 22-2761012

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Exact Name of Registrant Guarantor as specified in its Charter — Pine Tree Waste, Inc. State or Other Jurisdiction of Incorporation or Organization — Maine 4953 01-0513956
Portland C&D Site, Inc. New York 4953 16-1374891
ReSource Transfer Services, Inc. Massachusetts 4953 04-3420289
ReSource Waste Systems, Inc. Massachusetts 4953 04-3333859
Schultz Landfill, Inc. New York 4953 16-1550413
Southbridge Recycling & Disposal Park, Inc. Massachusetts 4953 04-2964541
Sunderland Waste Management, Inc. Vermont 4953 03-0326083
Total Waste Management Corp. New Hampshire 4953 04-2718634
U.S. Fiber, LLC North Carolina 4953 56-2026037
Waste-Stream Inc. New York 4953 14-1488894
Winters Brothers, Inc. Vermont 4953 03-0351118

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The address, including zip code, and telephone number, including area code, of the principal executive office of each Registrant Guarantor listed above is the same as those of Casella Waste Systems, Inc.

EXPLANATORY NOTE

This Amendment No. 1 to the Registrant's Registration Statement on Form S-3 (File No. 333-175107) is being filed solely for the purpose of filing an updated Exhibit 5.1 in order to respond to comments received from the Securities and Exchange Commission. No changes or additions are being made hereby to the prospectus that forms a part of the Registration Statement. Accordingly, the prospectus is being omitted from this filing.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Rutland, State of Vermont on this 8th day of August 2011.

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/s/ JOHN W. CASELLA
Name: John W. Casella
Title: Chairman and Chief Executive Officer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Title Date
/s/ JOHN W. CASELLA John W. Casella Chairman and Chief Executive Officer (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Director August 8, 2011
* John F. Chapple III Director August 8, 2011
* Gregory B. Peters Director August 8, 2011
* James F. Callahan, Jr. Director August 8, 2011
* Joseph G. Doody Director August 8, 2011

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Signature Date
* James P. McManus Director August 8, 2011
* Michael K. Burke Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-6

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Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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ALL CYCLE WASTE, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-7

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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ATLANTIC COAST FIBERS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-8

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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B. AND C. SANITATION CORPORATION
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-9

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Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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BETTER BEDDING CORP.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-10

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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BRISTOL WASTE MANAGEMENT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-11

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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C.V. LANDFILL, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-12

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Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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CASELLA ALBANY RENEWABLES, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President August 8, 2011
CASELLA RENEWABLE SYSTEMS, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

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*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

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II-13

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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CASELLA MAJOR ACCOUNT SERVICES, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President and Secretary (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
CASELLA WASTE SYSTEMS, INC.
By: /s/ JOHN W. CASELLA John W. Casella Chairman and Chief Executive Officer Sole Member† August 8, 2011

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COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Casella Major Account Services, LLC has no directors or managers.

II-14

ZEQ.=2,SEQ=13,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=147040,FOLIO='II-14',FILE='DISK127:[11ZBV1.11ZBV77701]JI77701A.;14',USER='CDESORM',CD=';8-AUG-2011;13:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA RECYCLING, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-15

ZEQ.=3,SEQ=14,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=422907,FOLIO='II-15',FILE='DISK127:[11ZBV1.11ZBV77701]JI77701A.;14',USER='CDESORM',CD=';8-AUG-2011;13:34' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA RENEWABLE SYSTEMS, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President, Secretary and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President August 8, 2011
CASELLA WASTE SYSTEMS, INC.
By: /s/ JOHN W. CASELLA John W. Casella Chairman and Chief Executive Officer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Casella Renewable Systems, LLC has no directors or managers.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-16

ZEQ.=1,SEQ=15,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=858497,FOLIO='II-16',FILE='DISK127:[11ZBV1.11ZBV77701]JK77701A.;12',USER='CDESORM',CD=';8-AUG-2011;13:35'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA TRANSPORTATION, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella Vice President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-17

ZEQ.=2,SEQ=16,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=180973,FOLIO='II-17',FILE='DISK127:[11ZBV1.11ZBV77701]JK77701A.;12',USER='CDESORM',CD=';8-AUG-2011;13:35' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE MANAGEMENT OF MASSACHUSETTS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-18

ZEQ.=1,SEQ=17,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=764097,FOLIO='II-18',FILE='DISK127:[11ZBV1.11ZBV77701]JM77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE MANAGEMENT OF N.Y., INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-19

ZEQ.=2,SEQ=18,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=428511,FOLIO='II-19',FILE='DISK127:[11ZBV1.11ZBV77701]JM77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE MANAGEMENT OF PENNSYLVANIA, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-20

ZEQ.=3,SEQ=19,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=300168,FOLIO='II-20',FILE='DISK127:[11ZBV1.11ZBV77701]JM77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE MANAGEMENT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella Vice President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-21

ZEQ.=1,SEQ=20,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=273025,FOLIO='II-21',FILE='DISK127:[11ZBV1.11ZBV77701]JO77701A.;8',USER='LPALLES',CD=';8-AUG-2011;13:18'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE SERVICES OF ONTARIO, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President and Secretary (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
NEW ENGLAND WASTE SERVICES OF N.Y., INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Casella Waste Services of Ontario, LLC has no directors or managers.

II-22

ZEQ.=2,SEQ=21,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=1021864,FOLIO='II-22',FILE='DISK127:[11ZBV1.11ZBV77701]JO77701A.;8',USER='LPALLES',CD=';8-AUG-2011;13:18'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CHEMUNG LANDFILL, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasure

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President and Secretary (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
NEW ENGLAND WASTE SERVICES OF N.Y., INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Chemung Landfill, Inc. has no directors or managers.

II-23

ZEQ.=3,SEQ=22,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=457225,FOLIO='II-23',FILE='DISK127:[11ZBV1.11ZBV77701]JO77701A.;8',USER='LPALLES',CD=';8-AUG-2011;13:18' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

COLEBROOK LANDFILL, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President and Secretary (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
NEW ENGLAND WASTE SERVICES, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Colebrook Landfill LLC. has no directors or managers.

II-24

ZEQ.=1,SEQ=23,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=1045947,FOLIO='II-24',FILE='DISK127:[11ZBV1.11ZBV77701]JQ77701A.;9',USER='LPALLES',CD=';8-AUG-2011;10:33'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CORNING COMMUNITY DISPOSAL SERVICE, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-25

ZEQ.=2,SEQ=24,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=279232,FOLIO='II-25',FILE='DISK127:[11ZBV1.11ZBV77701]JQ77701A.;9',USER='LPALLES',CD=';8-AUG-2011;10:33'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CWM ALL WASTE LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
CASELLA WASTE MANAGEMENT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † CWM All Waste LLC has no directors or managers.

II-26

ZEQ.=3,SEQ=25,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=957088,FOLIO='II-26',FILE='DISK127:[11ZBV1.11ZBV77701]JQ77701A.;9',USER='LPALLES',CD=';8-AUG-2011;10:33' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

FOREST ACQUISITIONS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President, Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-27

ZEQ.=1,SEQ=26,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=105697,FOLIO='II-27',FILE='DISK127:[11ZBV1.11ZBV77701]JS77701A.;8',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

GRASSLANDS INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-28

ZEQ.=2,SEQ=27,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=1016634,FOLIO='II-28',FILE='DISK127:[11ZBV1.11ZBV77701]JS77701A.;8',USER='CDUSTIN',CD=';8-AUG-2011;00:34' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

GROUNDCO LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
NEW ENGLAND WASTE SERVICES OF VERMONT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † GroundCo LLC has no directors or managers.

II-29

ZEQ.=1,SEQ=28,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=1048214,FOLIO='II-29',FILE='DISK127:[11ZBV1.11ZBV77701]JU77701A.;8',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

HAKES C & D DISPOSAL, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-30

ZEQ.=2,SEQ=29,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=477882,FOLIO='II-30',FILE='DISK127:[11ZBV1.11ZBV77701]JU77701A.;8',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

HARDWICK LANDFILL, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-31

ZEQ.=3,SEQ=30,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=431371,FOLIO='II-31',FILE='DISK127:[11ZBV1.11ZBV77701]JU77701A.;8',USER='CDUSTIN',CD=';8-AUG-2011;00:34' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

HIRAM HOLLOW REGENERATION CORP.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-32

ZEQ.=1,SEQ=31,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=397116,FOLIO='II-32',FILE='DISK127:[11ZBV1.11ZBV77701]JW77701A.;8',USER='VRIVERA',CD=';6-AUG-2011;05:10'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

THE HYLAND FACILITY ASSOCIATES
By: Casella Waste Management of N.Y., Inc. its managing partner†
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
CASELLA WASTE MANAGEMENT OF N.Y., INC.
By: /s/ JOHN W. CASELLA John W. Casella President and Director General Partner† August 8, 2011
/s/ JOHN W. CASELLA John W. Casella Director of Casella Waste Management of N.Y., Inc. August 8, 2011
* Douglas R. Casella Director of Casella Waste Management of N.Y., Inc. August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † The Hyland Facility Associates has no officers or directors.

II-33

ZEQ.=2,SEQ=32,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=900535,FOLIO='II-33',FILE='DISK127:[11ZBV1.11ZBV77701]JW77701A.;8',USER='VRIVERA',CD=';6-AUG-2011;05:10'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI BIO FUELS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-34

ZEQ.=3,SEQ=33,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=362215,FOLIO='II-34',FILE='DISK127:[11ZBV1.11ZBV77701]JW77701A.;8',USER='VRIVERA',CD=';6-AUG-2011;05:10' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI ENVIRONMENTAL GROUP, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-35

ZEQ.=1,SEQ=34,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=492943,FOLIO='II-35',FILE='DISK127:[11ZBV1.11ZBV77701]JY77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI NEW JERSEY FIBERS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-36

ZEQ.=2,SEQ=35,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=140152,FOLIO='II-36',FILE='DISK127:[11ZBV1.11ZBV77701]JY77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI OPERATIONS INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-37

ZEQ.=3,SEQ=36,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=914820,FOLIO='II-37',FILE='DISK127:[11ZBV1.11ZBV77701]JY77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:34' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI SPECIALTY WASTE SERVICES, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-38

ZEQ.=1,SEQ=37,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=567490,FOLIO='II-38',FILE='DISK127:[11ZBV1.11ZBV77701]KA77701A.;9',USER='CDUSTIN',CD=';8-AUG-2011;00:35'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

KTI, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-39

ZEQ.=2,SEQ=38,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=770364,FOLIO='II-39',FILE='DISK127:[11ZBV1.11ZBV77701]KA77701A.;9',USER='CDUSTIN',CD=';8-AUG-2011;00:35'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

MAINE ENERGY RECOVERY COMPANY, LIMITED PARTNERSHIP
By: KTI Environmental Group, Inc., its general partner†
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
KTI ENVIRONMENTAL GROUP, INC.
By: /s/ JOHN W. CASELLA John W. Casella President and Director General Partner† August 8, 2011
/s/ JOHN W. CASELLA John W. Casella Director of KTI Environmental Group, Inc. August 8, 2011
* Douglas R. Casella Director of KTI Environmental Group, Inc. August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † Maine Energy Recovery Company, Limited Partnership has no officers or directors.

II-40

ZEQ.=3,SEQ=39,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=595935,FOLIO='II-40',FILE='DISK127:[11ZBV1.11ZBV77701]KA77701A.;9',USER='CDUSTIN',CD=';8-AUG-2011;00:35' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND LANDFILL SOLUTIONS, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-41

ZEQ.=1,SEQ=40,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=290917,FOLIO='II-41',FILE='DISK127:[11ZBV1.11ZBV77701]KC77701A.;5',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND WASTE SERVICES OF MASSACHUSETTS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella Vice President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-42

ZEQ.=2,SEQ=41,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=49694,FOLIO='II-42',FILE='DISK127:[11ZBV1.11ZBV77701]KC77701A.;5',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND WASTE SERVICES OF ME, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-43

ZEQ.=3,SEQ=42,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=952368,FOLIO='II-43',FILE='DISK127:[11ZBV1.11ZBV77701]KC77701A.;5',USER='VRIVERA',CD=';6-AUG-2011;05:09' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND WASTE SERVICES OF N.Y., INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-44

ZEQ.=1,SEQ=43,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=853890,FOLIO='II-44',FILE='DISK127:[11ZBV1.11ZBV77701]KE77701A.;14',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND WASTE SERVICES OF VERMONT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-45

ZEQ.=2,SEQ=44,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=526563,FOLIO='II-45',FILE='DISK127:[11ZBV1.11ZBV77701]KE77701A.;14',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEW ENGLAND WASTE SERVICES, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-46

ZEQ.=3,SEQ=45,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=238252,FOLIO='II-46',FILE='DISK127:[11ZBV1.11ZBV77701]KE77701A.;14',USER='VRIVERA',CD=';6-AUG-2011;05:09' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEWBURY WASTE MANAGEMENT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-47

ZEQ.=1,SEQ=46,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=365117,FOLIO='II-47',FILE='DISK127:[11ZBV1.11ZBV77701]KG77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:45'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEWS OF WORCESTER LLC
By: Casella Waste Systems, Inc., its sole member*
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

CASELLA WASTE SYSTEMS, INC. — By: /s/ JOHN W. CASELLA John W. Casella Chairman and Chief Executive Officer Sole Member August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" * NEWS of Worcester LLC has no officers or directors.

II-48

ZEQ.=2,SEQ=47,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=722261,FOLIO='II-48',FILE='DISK127:[11ZBV1.11ZBV77701]KG77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:45'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NEWSME LANDFILL OPERATIONS LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Title Date
/s/ JOHN W. CASELLA John W. Casella President (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
NEW ENGLAND WASTE SERVICES OF ME, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Principal Financial and Accounting Officer Sole Member† August 8, 2011

end of user-specified TAGGED TABLE

COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" † NEWSME Landfill Operations LLC has no directors or managers.

II-49

ZEQ.=3,SEQ=48,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=648747,FOLIO='II-49',FILE='DISK127:[11ZBV1.11ZBV77701]KG77701A.;7',USER='CDUSTIN',CD=';8-AUG-2011;00:45' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

North Country Composting Services, Inc.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-50

ZEQ.=1,SEQ=49,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=275170,FOLIO='II-50',FILE='DISK127:[11ZBV1.11ZBV77701]KI77701A.;16',USER='LPALLES',CD=';8-AUG-2011;13:13'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NORTH COUNTRY ENVIRONMENTAL SERVICES, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-51

ZEQ.=2,SEQ=50,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=934231,FOLIO='II-51',FILE='DISK127:[11ZBV1.11ZBV77701]KI77701A.;16',USER='LPALLES',CD=';8-AUG-2011;13:13'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NORTH COUNTRY TRUCKING, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-52

ZEQ.=3,SEQ=51,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=955652,FOLIO='II-52',FILE='DISK127:[11ZBV1.11ZBV77701]KI77701A.;16',USER='LPALLES',CD=';8-AUG-2011;13:13' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

NORTHERN PROPERTIES CORPORATION OF PLATTSBURGH
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-53

ZEQ.=1,SEQ=52,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=803618,FOLIO='II-53',FILE='DISK127:[11ZBV1.11ZBV77701]KK77701A.;11',USER='LPALLES',CD=';8-AUG-2011;10:30'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

PERC, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-54

ZEQ.=2,SEQ=53,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=1039472,FOLIO='II-54',FILE='DISK127:[11ZBV1.11ZBV77701]KK77701A.;11',USER='LPALLES',CD=';8-AUG-2011;10:30'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

PINE TREE WASTE, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer and Director (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-55

ZEQ.=3,SEQ=54,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=379852,FOLIO='II-55',FILE='DISK127:[11ZBV1.11ZBV77701]KK77701A.;11',USER='LPALLES',CD=';8-AUG-2011;10:30' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

PORTLAND C&D SITE, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-56

ZEQ.=1,SEQ=55,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=166110,FOLIO='II-56',FILE='DISK127:[11ZBV1.11ZBV77701]KM77701A.;6',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

RESOURCE TRANSFER SERVICES, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-57

ZEQ.=2,SEQ=56,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=589237,FOLIO='II-57',FILE='DISK127:[11ZBV1.11ZBV77701]KM77701A.;6',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

RESOURCE WASTE SYSTEMS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-58

ZEQ.=3,SEQ=57,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=916411,FOLIO='II-58',FILE='DISK127:[11ZBV1.11ZBV77701]KM77701A.;6',USER='VRIVERA',CD=';6-AUG-2011;05:09' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

SCHULTZ LANDFILL, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-59

ZEQ.=1,SEQ=58,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=703192,FOLIO='II-59',FILE='DISK127:[11ZBV1.11ZBV77701]KO77701A.;7',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

SOUTHBRIDGE RECYCLING & DISPOSAL PARK, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-60

ZEQ.=2,SEQ=59,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=489310,FOLIO='II-60',FILE='DISK127:[11ZBV1.11ZBV77701]KO77701A.;7',USER='VRIVERA',CD=';6-AUG-2011;05:09'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

SUNDERLAND WASTE MANAGEMENT, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

COMMAND=ADD_TABLEWIDTH,"100%"

User-specified TAGGED TABLE

Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-61

ZEQ.=3,SEQ=60,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=313766,FOLIO='II-61',FILE='DISK127:[11ZBV1.11ZBV77701]KO77701A.;7',USER='VRIVERA',CD=';6-AUG-2011;05:09' THIS IS THE END OF A COMPOSITION COMPONENT

COMMAND=ADD_BASECOLOR,"Black" COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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TOTAL WASTE MANAGEMENT CORP.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-62

ZEQ.=1,SEQ=61,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=554007,FOLIO='II-62',FILE='DISK127:[11ZBV1.11ZBV77701]KQ77701A.;10',USER='LPALLES',CD=';8-AUG-2011;13:14'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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User-specified TAGGED TABLE

U.S. FIBER, LLC
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-63

ZEQ.=2,SEQ=62,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=142872,FOLIO='II-63',FILE='DISK127:[11ZBV1.11ZBV77701]KQ77701A.;10',USER='LPALLES',CD=';8-AUG-2011;13:14'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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WASTE-STREAM INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella Vice President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-64

ZEQ.=3,SEQ=63,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=314897,FOLIO='II-64',FILE='DISK127:[11ZBV1.11ZBV77701]KQ77701A.;10',USER='LPALLES',CD=';8-AUG-2011;13:14'

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rutland, State of Vermont, on this 8th day of August, 2011.

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WINTERS BROTHERS, INC.
By: /s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer

end of user-specified TAGGED TABLE

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

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Signature Date
/s/ JOHN W. CASELLA John W. Casella President and Director (Principal Executive Officer) August 8, 2011
/s/ EDWIN D. JOHNSON Edwin D. Johnson Vice President and Treasurer (Principal Financial and Accounting Officer) August 8, 2011
* Douglas R. Casella Vice President and Director August 8, 2011
*By: /s/ JOHN W. CASELLA John W. Casella Attorney-in-fact

end of user-specified TAGGED TABLE

II-65

ZEQ.=4,SEQ=64,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=213860,FOLIO='II-65',FILE='DISK127:[11ZBV1.11ZBV77701]KQ77701A.;10',USER='LPALLES',CD=';8-AUG-2011;13:14' THIS IS THE END OF A COMPOSITION COMPONENT

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TOC_END

EXHIBIT INDEX

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Exhibit No. Description
1 * Form of Underwriting Agreement
3.1 *** Second Amended and Restated Certificate of Incorporation of Casella Waste Systems, Inc., as amended (incorporated herein by reference to Exhibit 3.1 to the quarterly report on Form 10-Q of Casella Waste
Systems Inc. as filed December 7, 2007 (file no. 000-23211))
3.2 *** Third Amended and Restated By-Laws of Casella Waste Systems, Inc., (incorporated herein by reference to Exhibit 3.1 to the quarterly report on Form 10-Q of Casella Waste Systems Inc. as filed
February 27, 2009 (file no. 000-23211))
4.1 *** Form of Senior Indenture
4.2 *** Form of Subordinated Indenture
4.3 * Form of Senior Note
4.4 * Form of Subordinated Note
4.5 * Form of Depositary Agreement
4.6 * Form of Warrant Agreement
4.7 * Form of Purchase Contract Agreement
4.8 * Form of Unit Agreement
5.1 Opinion of Wilmer Cutler Pickering Hale and Dorr LLP
12 *** Statement of Computation of Ratio of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Stock Dividends
23.1 *** Consent of McGladrey & Pullen, LLP
23.2 *** Consent of Caturano and Company, Inc.
23.3 *** Consent of PricewaterhouseCoopers LLP
23.4 Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included in Exhibit 5.1)
24.1 *** Powers of Attorney (included in the signature pages to the Registration Statement)
25.1 ** The Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the Trustee under the Senior Indenture
25.2 ** The Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the Trustee under the Subordinated Indenture

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COMMAND=ADD_LINERULETXT,NOSHADE COLOR="#000000" SIZE="1.0PT" WIDTH="26%" ALIGN="LEFT" * To be filed by amendment or by a Current Report on Form 8-K. ** To be filed pursuant to Section 305(b)(2) of the Trust Indenture Act of 1939. *** Previously filed.

II-66

ZEQ.=1,SEQ=65,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1",CHK=50750,FOLIO='II-66',FILE='DISK127:[11ZBV1.11ZBV77701]KS77701A.;15',USER='VRIVERA',CD=';6-AUG-2011;05:09' THIS IS THE END OF A COMPOSITION COMPONENT

QuickLinks

TOC_BEGIN Registrant Guarantors EXPLANATORY NOTE TOC_BEGIN SIGNATURES SIGNATURES TOC_BEGIN EXHIBIT INDEX SEQ=,FILE='QUICKLINK',USER=LPALLES,SEQ=,EFW="2205168",CP="CASELLA WASTE SYSTEMS, INC.",DN="1" TOCEXISTFLAG