Full opinion text
TABLE OF CONTENTS INTRODUCTION. .188 BACKGROUND. .188 I. The Landfill. 188 II. The Groundwater Contamination and the Town’s Response.189 III. The Complaint. 189 IV. The Target Defendants .190 A. Occidental.190 B. Marmon. 190 C. Grumman.191 D. GACCC..191 V. The Pending Motions. 191 A. The Town’s Motion for Summary Judgment.191 B. The Great American Defendants’ Motion for Summary Judgment.192 C. The Lin Pac Defendants’Motion for Summary Judgment.192 D. Defendants ’ Motion for Partial Summary Judgment.192 DISCUSSION. .. . 19:1 ) i 1 I. The Standard on a Motion for Summary Judgment. CO Ci rH II. The CERCLA Liability of the Target Defendants . CO O rH A. General Principles Regarding CERCLA Liability. CO O rH B. The CERCLA Liability of Target Defendants Occidental, Marmon and Grumman. ^ Ó rH 1. Causation.. ^ <55 rH 2. The Interplay between New York State Regulatory Requirements and CERCLA.. U5 Ci rH S. Conclusion . C-rH C. The CERCLA Liability of the Great American Defendants . t-rH 1. Did Columbia Deposit Hazardous Substances at the Landfill?. 00 Ci rH 2. Are GACCC and G.A. Corrugated, as “dead and buried” corporations, subject to suit under CERCLA ?. S. Can GAL be held liable for Columbia’s Waste disposal practices under a veil-piercing analysis?. U- Conclusion . III. The Successor Liability of the Lin Pac Defendants. IV. Joint and Several Liability v. Contribution . V. The Town’s State Law Claims. A. Statute of Limitations .. B. The Liability of GACCC and G.A. Corrugated under State Law . C. The Liability of the Lin Pac Defendants under State Law. CONCLUSION 211 BLOCK, District Judge. INTRODUCTION In this action, which arises under the Comprehensive Environmental Response, Compensation, and. Liability Act of 1980, 42 U.S.C. § 9601 et seq. (“CERCLA” or “the Act”), and New York common law, plaintiff Town of Oyster Bay (“Town”) seeks recovery of costs for its response to the alleged release or threatened release of hazardous substances at a landfill formerly operated by the Town in Syosset, New York. The defendants are corporations that are alleged either to have brought hazardous materials to the landfill or to have succeeded to the liabilities of such corporations. There are four motions currently before the Court: (1) a motion by the Town for partial summary judgment on the issue of CERCLA liability against defendants Occidental Chemical Corporation (“Occidental”), The Marmon Corporation (“Marmon”), Great American Corrugated Container Corporation (“GACCC”), Grumman Corporation and Grumman Aerospace Corporation (collectively “Grumman”) pursuant to Rule 56 of the Federal Rules of Civil Procedure; (2) a motion for summary judgment by defendants GACCC, G.A. Corrugated Corporation (“G.A. Corrugated”) and Great American Industries, Inc. (“GAI”) seeking dismissal of the complaint as against them; (3) a motion by defendants Lin Pac, Inc., Lin Pac Containers International, Ltd., Lin Pac Corrugated Containers Corporation (“LPCCC”), and Lin Pae Containers Limited (collectively the “Lin Pac defendants”) for summary judgment dismissing the complaint as against them; and (4) a motion by Occidental, Marmon, the Great American defendants, the Lin Pac defendants, Grumman, Jakobson Shipyard, Inc. (“Jakobson”), Long Island Lighting Company (“LILCO”), Konica Imaging, U.S.A., Inc. (“Konica”), Kollmorgen Corporation (“Koll-morgen”), and Photocircuits Corporation (“Photocircuits”) for partial summary judgment dismissing the Town’s CERCLA claims to the extent that they seek joint and several liability against the defendants, and dismissing the Town’s State common law nuisance and unjust enrichment claims on statute of limitations grounds. BACKGROUND The Court’s discussion of the facts giving rise to this action is drawn from the complaint, the numerous statements prepared by the parties pursuant to former Local Rule 3(g), now Local Rule 56.1, and the extensive record in this case. Unless otherwise noted, the facts are undisputed. I. The Landfill The approximately 35-acre former landfill is owned by the Town and is located just north of the Long Island Expressway in Syosset, within 1.25 miles of more than one thousand residences and less than 150 feet from a local elementary school. From 1936 until approximately 1975, the landfill, which was unlined, accepted residential and commercial waste, including cesspool waste, as well as demolition, agricultural and industrial waste. The complaint alleges, inter alia, that: (1) Occidental’s predecessors-in-inter■est, Rubber Corporation of America (“RUCO”), Hooker Chemical Corporation and Hooker Chemicals and Plastics Corporation (collectively “Hooker”) disposed of thousands of tons of hazardous wastes containing heavy metals, solvents, organics, oils and sludges, plasticizers and PCBs each year between 1946 through 1968; (2) Marmon’s predecessor-in-interest, Cerro Wire & Cable Corp. (“Cerro”), disposed of thousands of tons of industrial sludge containing iron, chromium, zinc, copper, lead, cadmium, and nickel each year for a period of 25 years; (3) Columbia Corrugated Container Company (“Columbia”), the alleged predecessor-in-interest of the Great American defendants and the Lin Pac defendants, disposed of more than 100,000 gallons of dyes, inks, and sludg-es containing iron, zinc, copper, lead, cadmium, nickel, chromium, titanium, manganese, magnesium and phenols for a period of many years ending in 1975; and (4) Grumman disposed of industrial sludge containing hydroxides of chromium, aluminum, iron, paint, ammunition, machine shop waste, and wastes from manufacturing processes. II. The Groundwater Contamination and the Town’s Response On January 28, 1975, the Nassau County Department of Health (“NCDOH”) closed the landfill based on concerns that it was polluting the groundwater. In 1983, an environmental report was prepared on behalf of NCDOH that indicated that the groundwater underneath and surrounding the landfill contained concentrations of arsenic, cadmium, chromium and lead at levels in excess of New York State drinking water standards. Also in 1983, the United States Environmental Protection Agency (“EPA”) placed the landfill on the Superfund National Priorities List, which sets forth those sites that pose the highest degree of risk to human health and the environment. The landfill has also been placed on New York’s Registry of Inactive Hazardous Waste Disposal Sites, and the New York State Department of Environmental Conservation has determined that the landfill is a significant threat to the public health and environment, and that remedial action is required. In 1986, the EPA and the Town entered into an Administrative Order on Consent that obligated the Town to prepare a Remedial Investigation and Feasibility Study (“Rl/ FS”) of the landfill. Because of the complexity of the environmental problems at the landfill, the EPA divided the evaluation and cleanup of the landfill into two phases, or “operable units” (hereinafter “OU1 and OU-2”). The Rl/FS for OU-1 investigated the nature and extent of contamination at the landfill property and focused upon control of contamination at its source, while the Rl/FS for OU-2 addressed the migration of contaminants from the landfill into the groundwater. In 1990, based on the results of the Rl/FS report for OU-1, as well as an evaluation of comments submitted during the public comment period, the EPA determined that the Town should implement New York State closure requirements specified in the Official Compilation of Codes, Rules & Regulations of the State of New York at title 6, part 360. Specifically, the EPA directed that a geosyn-thetic membrane cap be constructed on the top surface of the landfill. The EPA estimated the cost of this remedy as $26 million. The EPA requested that Occidental, Grumman, Jakobson, Marmon, the Lin Pac defendants, Kollmorgen and LILCO, inter alia, voluntarily join the Town in performing or financing the remedial action selected by EPA; however, each declined. III. The Complaint This action, filed on February 18, 1994, seeks to recover the response costs that the Town has incurred in connection with the landfill remediation, estimated at approximately $10 million, and to obtain a declaratory judgment that defendants are liable for future' response costs. The complaint contains six claims for relief: (1) a claim for joint and several liability for past and future response costs pursuant to 42 U.S.C. § 9607(a)(4)(A); (2) a claim for joint and several liability for past and future response costs pursuant to 42 U.S.C. § 9607(a)(4)(B); (3) a claim for contribution to the Town for past and future response costs pursuant to 42 U.S.C. § 9613(f)(1); (4) a State common law claim for creation and maintenance of a public nuisance; (5) a State common law claim for unjust enrichment based upon defendants’ failure to abate the public nuisance; and (6) a State common law claim for contribution. On February 13, 1995, Magistrate Judge Arlene R. Lindsay signed a Case Management Order that divided the action into two separate phases. During the first phase, the following issues are to be litigated: (1) whether each current defendant is liable under 42 U.S.C. § 9607(a)(3) or § 9607(a)(4); (2) whether the Town is liable pursuant to § 9607; (3) whether the Town’s response costs are recoverable pursuant to § 9607(a)(4); (4) the extent to which the Town’s response costs should be apportioned between the Town and all liable persons; and (5) claims among and between defendants regarding indemnification or successor and predecessor liability. The issues to be resolved during the second phase include the apportionment of response costs among defendants and third-party defendants on a percentage basis and the amount of plaintiffs response costs, including whether costs were necessary and incurred in a manner consistent with the National Contingency Plan. Discovery, though largely complete, is still ongoing. IV. The Target Defendants In respect to the Town’s motion for summary judgment pursuant to Rule 56 of the Federal Rules of Civil Procedure against the target defendants on the issue of their CERCLA liability, the Court summarizes the role that each of these defendants allegedly played in the disposal of hazardous waste at the landfill. A. Occidental Occidental is the successor-in-interest' to RUCO, which operated a plant in Hicksville, New York from 1945 through 1965. In 1965, Hooker Chemical Corporation purchased RUCO and operated the Hicksville plant as its RUCO Division. Hooker Chemical Corporation changed its name to Hooker Chemical & Plastics Corporation in 1974 and to Occidental in 1982. The RUCO Division together with the Hicksville plant were sold to employees in 1982. In its answer to the complaint, Occidental admitted that it “disposed of or arranged for disposal of hazardous substances or waste containing hazardous substances at the Landfill.” Answer, Affirmative Defenses and Counterclaims of Defendant Occidental Chemical Corporation at ¶ 48. More specifically, Occidental has admitted that RUCO sent waste from the Hicksville plant to the landfill from 1946 through 1965 and that Hooker sent waste to the landfill from 1965 through 1968. Further, although Occidental contends that RUCO and Hooker did not send all of the hazardous substances alleged in the complaint to the landfill, Occidental does admit in the Defendants’ collective response to the Town’s Rule 3(g) Statement (“Collective Response”) that Hooker deposited one ton of Aroclor 1248, a type of PCB, at the landfill between 1965 and 1967 and that, as a general matter, waste material from the RUCO plant contained N-butyl alcohol. B. Marmon Marmon is the successor-in-interest to Cerro, which manufactured steel electrical conduit, hot rolled copper rod, and steel strip at a plant on Robbins Lane in Syosset from 1952 through 1986. In the Collective Response, Marmon admits to having disposed of approximately 20,000 tons of metal hydroxide sludge at the landfill between 1952 and 1974. Further, Marmon also admits that the metal hydroxide sludge contained trace levels of copper, zinc, lead, cadmium, chromium, nickel, cyanides, arsenic, mercury, selenium, silver, chloroform, hydrazine, manganese and phenol. C. Grumman Grumman operated a complex of manufacturing buildings on approximately 500 acres in Bethpage, New York. In its complaint, the Town alleges that Grumman disposed of thousands of tons of industrial sludge at the landfill. Grumman has denied these allegations both in its answer to the complaint and in the Collective Response. However, included in the record before the Court is Grumman’s answer to a 1986 EPA questionnaire in which it indicated that between 1949 and 1966, it deposited sludge from its Industrial Waste Treatment Plant at the landfill and that the sludge contained hydroxides of chromium, aluminum and iron. The record also contains excerpts from the testimony of John H. Ohlmann, a Grumman consultant, who indicated that the sludges sent to the landfill between 1952 and 1965 contained chromium. Finally, in Grumman’s response to the Town’s interrogatories, it stated that the sludge may also have contained, inter alia, toluene, zylene, methyl ethyl ketone, trichloroethylene, chloroform, vinyl chloride and dichloroethylene. D. GACCC GACCC is allegedly the successor-in-interest of Columbia, which manufactured corrugated containers at a plant adjacent to the landfill. The Town alleges that Columbia disposed of more than 100,000 gallons of industrial sludge at the landfill each year before the landfill was closed in 1975. On July 15, 1976, defendant G.A. Corrugated, a Delaware corporation and wholly-owned subsidiary of GAI purchased all of the issued and outstanding shares of Columbia, which was thereafter operated as a wholly-owned subsidiary of G.A. Corrugated. In 1978, G.A. Corrugated purchased the outstanding capital stock of Midland Corporation, and later that year, Columbia was merged into Midland, which then changed its name to GACCC. GACCC was a wholly-owned subsidiary of G.A. Corrugated. In 1980, defendant LPCCC purchased substantially all of the assets of GACCC. G.A. Corrugated was dissolved pursuant to Delaware law on December 21, 1981, and GACCC was dissolved pursuant to New York law on February 26, 1982. The Town does not allege that any of the Great American defendants disposed of waste at the landfill; rather, their liability, if any, is premised upon the activities of Columbia. Although the Great American defendants admit that Columbia disposed of sludge at the landfill, they dispute whether that sludge was in fact hazardous. V. The Pending Motions The four pending motions present a number of overlapping issues regarding the scope and nature of CERCLA liability. Specifically, the Court is called upon to determine whether the. Town, as a responsible person itself, may seek joint and several liability against the defendants or whether it is limited to contribution from those defendants ultimately found liable under CERCLA. Additionally, the Court, applying still emerging principles of successor liability, must determine the extent to which the Great American defendants and the Lin Pac defendants must shoulder the responsibility for Columbia’s waste disposal practices. A. The Town’s Motion for Summary Judgment In support of its motion for summary judgment against the target defendants, the Town argues that: (1) these defendants are hable under the four-part test set forth at 42 U.S.C. § 9607(a); (2) the liability of these defendants is joint and several; and (3) their affirmative defenses are insufficient as a matter of law. The target defendants have filed a joint response in which they argue: (1) the Town is not entitled to hold the target defendants jointly and severally liable under CERCLA; rather, the Town’s CERCLA claim, if any, is limited to contribution; (2) the affirmative defenses asserted by the target defendants are relevant to the Court’s allocation of response costs between the Town and the other defendants; and (3) the Town should not be able to recover from the target defendants if the Town’s remediation costs were in fact attributable to landfill cleanup or closing requirements imposed by State law. Each of the target defendants has also filed an individual response to the Town’s motion. In its response, Occidental argues that: (1) the motion is premature because expert discovery is not complete; and (2) the motion should be denied because there are genuine issues of material fact regarding whether Occidental disposed of hazardous substances at the landfill and whether the Town’s response costs have been incurred to deal with harm that resulted from Occidental’s disposal of wastes at the landfill. Mar-mon and Grumman submit further papers on the issue of joint and several liability; additionally, Grumman argues that the response costs incurred by the Town are not attributable to Grumman because the materials it disposed of at the landfill did not pose any danger to human health. GACCC contends that material issues of fact exist regarding the nature of the waste that Columbia sent to the landfill, which preclude an award of summary judgment B.The Great American Defendants’ Motion for Summary Judgment In support of their motion for summary judgment, the Great American defendants argue that: (1) GACCC, by virtue of its dissolution and its alleged lack of corporate assets, is not a proper CERCLA defendant; and (2) GAI and G.A. Corrugated are not liable under principles of “operator” liability for Columbia’s disposal of waste at the landfill. The Town contends that: (1) GACCC has the capacity to be sued regardless of its dissolution and is therefore a proper party in this action; and (2) GAI is derivatively liable for the CERCLA liabilities of GACCC based on a traditional veil-piercing analysis. Defendants Occidental, Marmon, Grumman, Ja-kobson, LILCO, Konica, Kollmorgen and Photocircuits also submit a brief in opposition to the motion of the Great American defendants in which they argue: (1) under New.York and Delaware law, which they contend apply in this case, GACCC and G.A. Corrugated remain potentially liable under CERCLA; (2) genuine issues of material fact preclude a finding that GACCC and G.A. Corrugated have completely dissolved and are not proper CERCLA defendants; and (3) CERCLA’s broad remedial purpose would be undermined if the Great American defendants were able to avoid liability. C. The Lin Pac Defendants’ Motion for Summary Judgment In support of their motion for summary judgment, the Lin Pac defendants argue: (I) they are not liable for Columbia’s disposal of waste at the landfill under principles of successor liability because LPCCC purchased the assets of GACCC in an arm’s length transaction and did not substantially continue GACCC’s business; (2) LPCCC did not expressly or impliedly agree to assume any of GACCC’s liabilities under CERCLA; and (3) New York law similarly mandates dismissal of the state common law claims against the Lin Pac defendants. In opposition, the Town contends: (1) CERCLA liability is broad and expansive and should be found to hold the Lin Pac defendants responsible for the waste disposal practices of Columbia under the facts present here; (2) LPCCC substantially continued the business of GACCC and should be determined to be GACCC’s successor-in-interest for purposes of CERCLA liability; and (3) the corporate transaction between LPCCC and GACCC was a defacto merger and the Lin Pac defendants are therefore liable under general principles of successor liability. These identical arguments are also contained in a Memorandum submitted by defendants Occidental, Marmon, LILCO, Grumman, Jakobson, Konica, Kollmorgen, and Photocircuits in opposition to the Lin Pac defendants’ motion for summary judgment. D. Defendants’ Motion for Partial Summary Judgment All of the defendants move for partial summary judgment seeking dismissal of the Town’s claims for relief to the extent that the Town seeks to impose joint and several liability against them. They also seek dismissal of the Town’s fourth and fifth claims, which arise under New York common law, as barred by the three-year statute of limitations applicable to actions to recover damages for an injury to property. The Town again responds that joint and several liability is appropriate, and further argues that its common law claims are not time-barred. DISCUSSION I. Standard on a Motion for Summary Judgment As each of the four motions pending before the Court seeks summary judgment pursuant to Rule 56 of the Federal Rules of Civil Procedure, the Court reviews, as a preliminary matter, the standard applicable to resolving summary judgment motions. The Court of Appeals for the Second Circuit has held that in CERCLA cases, summary judgment “is a ‘powerful legal tool[]’-that can ‘avoid lengthy and perhaps needless litigation.’” B.F. Goodrich Co. v. Betkoski, 99 F.3d 505, 514 (2d Cir.1996), reh’ denied, 112 F.3d 88 (1997) (quoting United States v. Alcan Aluminum Corp., 990 F.2d 711, 720 (2d Cir.1993) (Alcan II)). However, the Second Circuit has also stressed that the utility of the summary judgment motion in CERCLA cases “is not a license to use it when material facts are genuinely disputed.” Betkoski, 99 F.3d at 521. The standard for granting summary judgment in CERCLA cases is no different from other cases. Id. A motion for summary judgment may not be granted unless the court determines that there is no genuine issue of material fact to be tried and that the moving party is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(c); see also Celotex Corp. v. Catrett, 477 U.S. 317, 322-323, 106 S.Ct. 2548, 2552-2553, 91 L.Ed.2d 265 (1986). The burden is upon the moving party to identify those portions of the pleadings, depositions, answers to interrogatories, admissions on file, and affidavits that it believes demonstrate the absence of a genuine issue of material fact. See Celotex Corp., supra, at 323, 106 S.Ct. at 2552. All ambiguities must be resolved, and all inferences drawn, in favor of the nonmoving party. See Whalen v. County of Fulton, 126 F.3d 400, 401 (2d Cir.1997). Once the moving party has carried its burden, the opposing party “must do more than simply show that there is some metaphysical doubt as to the material facts.... [T]he non-moving party must come forward with ‘specific facts showing that there is a genuine issue for trial.’” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586-587, 106 S.Ct. 1348, 1355-1356, 89 L.Ed.2d 538 (1986) (quoting Fed.R.Civ.P. 56(e)) (other citations omitted) (emphasis in original). The judge’s role in reviewing a motion for summary judgment is not “to weigh the evidence and determine the truth of the matter but to determine whether there is a genuine issue for trial.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249, 106 S.Ct. 2505, 2510, 91 L.Ed.2d 202 (1986); see also Beatie v. City of New York, 123 F.3d 707, 710-711 (2d Cir.1997). II. The CERCLA Liability of the Target Defendants A. General Principles Regarding CERCLA Liability CERCLA is “a broad remedial statute that was designed to enhance the authority of the EPA to respond effectively and promptly to toxic pollutant spills that threaten[] the environment and human health.” B.F. Goodrich Co. v. Murtha, 958 F.2d 1192, 1197 (2d Cir.1992). As a remedial statute, CERCLA should be construed broadly in order to give effect to its purposes. See Betkoski, 99 F.3d at 514. These purposes include “facilitating efficient responses to environmental harm, holding responsible parties liable for the costs of the cleanup, and encouraging settlements that reduce the inefficient expenditure of public funds on lengthy litigation.” Id. CERCLA is a strict liability statute that imposes liability upon four categories of parties: (1) owners and operators of facilities; (2) any person who owned or operated a facility at the time hazardous materials were disposed at the facility; (3) any person who by contract, agreement or otherwise, arranged for disposal, treatment, or transport of hazardous substances owned or possessed by that person; and (4) any person who accepts or accepted any hazardous substances for transport to disposal or treatment facilities from which there is a release or threatened release of hazardous substances that causes the incurrence of response costs. 42 U.S.C. § 9607(a); see also Murtha, 958 F.2d at 1198; State of New York v. Shore Realty Corp., 759 F.2d 1032, 1043 (2d Cir.1985). Responsible parties are liable for response costs incurred by any other responsible party, the United States Government, a State, or an Indian tribe. 42 U.S.C. § 9607(a). A plaintiff establishes a prima facie case under CERCLA by proving that: (1) the defendant is within one of the four categories of responsible parties; (2) the landfill site qualifies as a “facility” as defined in 42 U.S.C. § 9601(9); (3) there is a release or threatened release of hazardous substances at the facility; (4) the plaintiff has incurred response costs as the result of the release or threatened release; and (5) the costs and response actions conform to the National Contingency Plan. See Betkoski, 99 F.3d at 514; see alsoABB Indus. Sys., Inc. v. Prime Technology, Inc. 120 F.3d 351, 356 (2d Cir.1997); State of New York v. Lashins Arcade Co., 91 F.3d 353, 359 (2d Cir.1996). Once the plaintiff has made a prima facie showing of liability, a defendant can only avoid responsibility by establishing that the release or threatened release of hazardous materials was caused by an act of God, an act of war, certain acts or omissions of third parties other than those with whom the defendant has a contractual relationship, or any combination of these factors. 42 U.S.C. § 9607(b). Finally, CERCLA expressly provides that it does not preempt any State “from imposing any additional liability or requirements with respect to the release of hazardous substances within such State,” 42 U.S.C. § 9614(a); similarly, it does not “affect or modify in any way the obligations or liabilities of any person under other Federal or State law, including common law, with respect to releases of hazardous substances or other pollutants or contaminants.” 42 U.S.C. § 9652(d); see Shore Realty Corp., 759 F.2d at 1041. B. The CERCLA Liability of Target Defendants Occidental, Mormon and Grumman The Town argues that the four target defendants are liable as a matter of law for response costs under the test set forth above. Although the Great American defendants have joined with the other target defendants in responding to the Town’s motion, as previously indicated they have also filed a separate motion for summary judgment largely premised upon matters unique to their corporate structure, which will discussed in greater detail below. As to the remaining three target defendants, there is no real dispute that each is a potentially responsible person under § 9607(a), and that the landfill qualifies as a facility for purposes of 42 U.S.C. § 9601(9). Therefore, the first and second prongs of the test are satisfied in this case. However, whether the Town has satisfied the final three prongs of the test is a matter of sharp dispute. These three defendants argue that the Town has failed to show that waste deposited by these defendants caused the release or threatened release of hazardous materials at the landfill. Moreover, all four target defendants argue that the remediation ordered by the EPA for OU-1 is independently required by New York State solid waste regulations and that the defendants should not be responsible for shouldering these costs under CERCLA. The Court will evaluate both of these arguments in turn. 1. Causation Occidental, Marmon and Grumman argue that there is no evidence that the industrial waste they deposited at the landfill, although comprised of hazardous substances, actually caused a “release or threatened release” of hazardous substances. Occidental argues that the PCBs it deposited have not been detected in the soil, groundwater, or air emissions from the landfill, and that the N-butyl alcohol it admits to having deposited will normally biodegrade to water and carbon dioxide in a terrestrial environment. Similarly, Marmon argues that its metal hydroxide sludge did not cause the release of heavy metals at the landfill because of the extremely low concentration of metals observed in the leachate from Marmon’s sludge. Finally, Grumman argues that its industrial waste contained only trace levels of certain metals and that its waste was therefore not harmful to the environment. However, the Second Circuit recently reaffirmed that causation is not required to establish liability under CERCLA. Betkoski, 99 F.3d at 517; see also Alcan II, 990 F.2d at 721; United States v. Alcan Aluminum Corp., 964 F.2d 252, 264-267 (3rd Cir.1992) (Alcan I); Shore Realty Corp., 759 F.2d at 1044. In Alcan I, the Second Circuit recognized “the difficulty CERCLA plaintiffs would face in the multi-generator context if required to trace the cause of the response costs to each responsible party.” Alcan I, 964 F.2d at 264. The Court therefore rejected the precise argument made by Occidental, Marmon and Grumman here — that a CERCLA plaintiff must demonstrate that a particular defendant’s disposal of waste caused a release of hazardous waste or caused the plaintiff to incur response costs — and instead held that a plaintiff “must simply prove that the defendant’s hazardous substances were deposited at the site from which there was a release and that the release caused the incurrence of response costs.” Id. at 266 (emphasis in original); see also Betkoski, 99 F.3d at 517 (“[I]f we required a plaintiff to show more than a release or threatened release, we essentially would be asking the plaintiffs to prove that a specific defendant’s hazardous substances caused the release of a hazardous substance. No causation is needed, however, to establish liability under CERCLA.”). In Betkoski, the Second Circuit rejected a second argument made by these defendants: that they cannot be held liable under CERC-LA if their waste contained only a trace amount of hazardous substances. Rather, the Court, citing Murtha and Alcan II, held that “[t]he absence of threshold quantity requirements in CERCLA leads logically to the conclusion that the Act’s ‘hazardous substance’ definition includes even minimal amounts.” Betkoski, 99 F.3d at 505. Accordingly, to the extent that Occidental, Marmon and Grumman argue that they are not responsible parties because the Town has failed to demonstrate that wastes deposited by these defendants caused the release of hazardous substances at the landfill and because their waste contained only trace amounts of contaminants, the Second Circuit has expressly determined that such considerations have no bearing upon whether these parties are liable under CERCLA. While they may be properly considered in the second phase of this ease when allocating these defendants’ responsibility, they do not serve as a defense to a finding of liability in the first instance. Therefore, the ' Court concludes that by introducing competent proof that each of these three defendants disposed of waste containing hazardous substances, the Town has satisfied its burden of demonstrating a release or threatened release of hazardous substances at the landfill. 2. The Interplay between New York State Regulatory Requirements and CERC-LA All four target defendants also contend that the costs that were concededly incurred by the Town in studying the landfill and in preparing to remediate the site are not CERCLA response costs because the remediation ordered by the EPA-is essentially equivalent to that required by part 360 of New York State’s Solid Waste Regulations. N.Y. Comp.Codes R. & Regs., tit. 6, part 360. They maintain therefore that they should not be required to bear the cost of remedial action that would have been required under New York State law even in the absence of EPA intervention. As part of this argument, the target defendants contend that the Town itself is largely responsible for the condition of the landfill and that it is the Town’s failure to comply with regulatory requirements, and not the waste disposal practices of the target defendants, that caused the Town to incur response costs. A number of district courts have recently considered the interplay between CERCLA and state regulatory regimes and whether responsible parties under CERCLA should be required to bear response costs to the extent that CERCLA remediation overlaps with state regulation. In Barnes Landfill, Inc. v. Town of Highland, 802 F.Supp. 1087 (S.D.N.Y.1992), the district court held that the $2 million that the plaintiff in that case had spent to abate the release of hazardous substances would not be recoverable, concluding: “[o]rdinary closing or clean-up costs not pertaining to hazardous substances, incurred under state law or otherwise, would not be a basis for holding defendants responsible under CERCLA.” Id. at 1088; see also City of Seattle v. Amalgamated Servs., Inc., 1994 WL 869839 at *2 (W.D.Wash. Mar.4, 1994) (“Any actions the City was already obligated to take to meet the [state and local minimum functional standards] were not caused by the escape of hazardous substances. Only costs incurred to meet additional requirements caused by the escape of hazardous substances, or listing as a Superfund site, qualify as necessary response costs.”) By contrast, in Town of New Windsor v. Tesa Tuck Inc., 919 F.Supp. 662 (S.D.N.Y.1996), the district court, expressly rejecting the reasoning of Barnes Landfill and City of Seattle, held that “it would be illogical to conclude that as a matter of law a plaintiff could not recover costs associated with an appropriate remedy that included actions required by otherwise applicable state statutes and regulations.” Town of New Windsor, 919 F.Supp., at 671. Terming Barnes Landfill and City of Seattle “anomalous,” the Court observed that “the impetus behind a plaintiffs decision to begin the cleanup process is irrelevant to a determination of liability.” Id. at 670; see also Town of Wallkill v. Tesa Tape, Inc., 891 F.Supp. 955, 960-962 (S.D.N.Y.1995); City of Fresno v. NL Industries, Inc., 1995 WL 570375 at *2 (E.D.Cal. Jan. 19, 1995); State of Arizona v. Motorola, Inc., 805 F.Supp. 742 (D.Ariz.1992). The Court finds Town of New Windsor and the cases cited therein persuasive and elects to follow them. The mere fact that the remediation ordered by the EPA overlaps with New York regulatory requirements should not absolve the four target defendants from liability under CERCLA. As noted above, CERCLA is a strict liability statute that imposes liability regardless of relative degrees of fault or responsibility. The affirmative defenses contained in the statute are exclusive. See Murtha, 958 F.2d at 1198. One of the purposes of the statute is to ensure that parties responsible for the release of hazardous substances, and not the taxpayers, bear the cost of the cleanup. To permit these defendants to evade responsibility for the cleanup because of the fortuitous congruence of the EPA-mandated remediation and New York State regulation would completely subvert this purpose and would render CERCLA’s strict Lability regime a nullity. Moreover, as the district court noted in State of Arizona v. Motorola: It would be contrary to CERCLA’s intentions to provide that a responsible defendant cannot be held liable where an appropriate remedy contained any provisions identical to landfill closure aspects, or floodplain requirements. If that were the situation, then responsible defendants would construct a laundry list of measures which, because they were identical to other sound engineering and landfill management principles, would allow defendants to be absolved from costs, even though those activities may be needed to accomplish proper cleanup and containment according to a[ ] [Remedial Action Plan], Id. at 748. A decision absolving defendants from liability as a matter of law would, as the district court noted in State of Arizona, encourage potentially responsible persons to scour state and local statutes and regulations in an effort to find an overlapping provision that would in essence provide an escape hatch from CERCLA liability. This would discourage such parties from entering into settlements and would result in an even greater expenditure of- public funds on lengthy CERCLA litigation, subverting yet another of .CERCLA’s remedial purposes. See Betkoski, 99 F.3d at 514. The Court rejects the four target defendants’ argument that the Town’s alleged participation in the release of hazardous substances at the landfill and its failure to take prompt remedial measures warrants the legal conclusion that these defendants are not liable under CERCLA. That the Town may itself have contributed substantially to the condition of the landfill will no doubt be relevant with regard to the allocation of responsibility for response costs. .However, based upon the clear statutory language and the exclusivity of the affirmative defenses contained in § 9607, the Court concludes that the Town’s alleged culpability does not absolve the target defendants from liability. Finally, for purposes of the instant motion, the Court concludes that at least some of the costs incurred by the Town are consistent with the National Contingency Plan. The landfill was included on the National Priorities List in 1983 and is also included on New York’s Registry of Inactive Hazardous Waste Disposal Sites. The costs incurred by the Town in preparing the RI/FS for OU-1 and OU-2 were pursuant to a consent order with the EPA, and the construction of a geosynthetic cap on the landfill was mandated by an EPA Record of Decision. On these facts, it is readily apparent to the Court that at least some of the costs incurred by the Town were consistent with the National Contingency Plan. Pursuant to the Case Management Order, the issue of precisely which costs were necessary and incurred in a manner consistent with the National Contingency Plan will be litigated in the second phase of this case. 3. Conclusion In sum, the Court concludes as a matter of law that: (1) Occidental, Marmon, and Grumman are within one of the four categories of responsible parties set forth in 42 U.S.C. § 9607(a); (2) the landfill is a facility as defined in 42 U.S.C. § 9601(9); (3) there has been a release or threatened release of hazardous substances at the landfill; (4) the Town incurred costs responding to this release or threatened release; and (5) the costs and response actions are consistent with the National Contingency Plan. Occidental’s argument that additional expert discovery is required and that the Town’s summary judgment motion is consequently premature is without merit, as the causation arguments offered by Occidental and the other target defendants in opposition to the Town’s motion are insufficient as a matter of law. To the extent that the target defendants’ answers to the complaint contain affirmative defenses others than those set forth at 42 U.S.C. § 9607(b), those affirmative defenses do not serve as defenses to liability, but the Court may consider them in respect to the apportionment of responsibility for response costs. See Thaler v. PRB Metal Prods., 815 F.Supp. 99, 102 (E.D.N.Y.1993), aff'd., 28 F.3d 102 (2d Cir.1994). Accordingly,- the Court concludes as a matter of law that Occidental, Marmon and Grumman are liable under CERCLA. The Town’s motion for summary judgment is therefore granted to the extent that it seeks summary judgment on the issue of CERCLA liability against these three target defendants. C. The CERCLA Liability of the Great American Defendants As set forth above, the liability of the Great American defendants, if any, derives from the waste disposal practices of Columbia before its acquisition by G.A. Corrugated. Apart from the arguments raised in the joint brief filed by the target defendants, the Great American defendants have filed a summary judgment motion of their own in which they argue that they are immune from suit under CERCLA for a number of reasons unique to their corporate structure and history. Generally, these arguments break down into three categories. First, the Great American defendants argue that the Town has failed to demonstrate by competent proof that Columbia’s industrial waste contained hazardous substances. Second, they argue that the Town cannot hold GACCC or G.A. Corrugated liable because they have been dissolved and no longer possess assets. Third, they argue that GAI cannot be held liable under a traditional veil-piercing analysis. The Court will examine each of these three contentions in turn. 1. Did Columbia Deposit Hazardous Substances at the Landfill? GACCC argues that there is inadequate evidence in the record to support the Town’s claim that Columbia deposited hundreds of thousands of gallons of hazardous sludge at the landfill. GACCC admits for purposes of these motions that Columbia did in fact transport its waste material to the landfill for a period of years. However, it disputes whether that waste material in fact contained hazardous substances that would subject GACCC to CERCLA liability. But in response to a Request for Admission served by the Town, the Great American defendants “admitted], on information and belief, that Waste Material that contained a hazardous substance and that was owned or possessed by [Columbia], which was the owner of a Plant that GACCC later owned, was disposed of or treated at the Landfill.... ” Rule 36(b) of the Federal Rules of Civil Procedure provides that “[a]ny matter admitted under this rule is conclusively established unless the court on motion permits withdrawal or amendment of the admission.” GACCC has not sought such relief here. Accordingly, regardless of GACCC’s current effort to qualify its response to the Notice to Admit as somehow less than binding, the Court gives weight to GACCC’s prior admission, despite the fact that it was made on information and belief. See Lipton Indus., Inc. v. Ralston Purina Co., 670 F.2d 1024, 1030 (C.C.P.A.1982) (holding that admission contained in an answer was binding, despite the fact that it was made “on information and belief’). Further, the EPA Record of Decision for OU-I and NCDOH documents contained in the record detail Columbia’s disposal of industrial sludge at the landfill. A January 20, 1975 NCDOH Memorandum shows that a sample of Columbia’s sludge contained, inter alia, iron, copper, zinc, lead, cadmium, chromium, and nickel. The sludge was described in another NCDOH document as a “white-blue liquid with [the] consistency of heavy latex paint.” However, GACCC contends that the EPA and NCDOH documentation is hearsay and does not serve as competent proof to support a finding of CERCLA liability. Both the EPA Record of Decision and the NCDOH documents annexed to the Town’s supporting papers are offered to prove the truth of the matter asserted therein, ie., that Columbia’s sludge contained hazardous materials, and are therefore plainly hearsay. Fed.R.Evid. 801(c). However, as the Town points out, these reports would likely be admissible as exceptions to the hearsay rule because they constitute “factual findings resulting from an investigation made pursuant to authority granted by law.” Fed. R.Evid. 803(8)(C). Further, although Rule 56(e) of the Federal Rules of Civil Procedure requires that affidavits offered in support of summary judgment have sworn or certified copies of materials referred to in the affidavit attached thereto, the Second Circuit has held that Rule 56(e) defects are waived where the objecting party fails to make a motion to strike. See DeCintio v. Westchester County Med. Ctr., 821 F.2d 111, 113-114 (2d Cir.1987). The Court concludes that the Town has proffered compelling proof in support of its claim that Columbia deposited hazardous substances at the landfill. As the evidence offered by GACCC in opposition to the Town’s proof constitutes mere conjecture at best, the Court concludes that the Town has adequately demonstrated that Columbia was responsible for a “release or threatened release” of hazardous substances. See Matsushita Elec. Indus. Co., 475 U.S. at 586-587, 106 S.Ct. at 1355-1356. 2. Are GACCC and G.A. Corrugated, as “dead and buried corporations, subject” to suit under CERCLA? As with Occidental, Marmon and Grumman, the Court is therefore satisfied that the Town has made an adequate prima facie showing that Columbia is a responsible party under CERCLA. It is uncontested that Columbia was merged into GACCC and that GACCC was a wholly-owned subsidiary of G.A. Corrugated. “In general, when two corporations merge pursuant to statutory provisions, liabilities become the responsibility of the surviving company.” Smith Land & Improvement Corp. v. Celotex Corp., 851 F.2d 86, 91 (3d Cir.1988). The Great American defendants maintain that GACCC and G.A. Corrugated, which dissolved in the early 1980s and distributed all of their assets, are “dead and buried” corporations that are no longer subject to suit under CERCLA, despite the fact that the Town’s claims against the Great American defendants stem from hazardous waste disposal practices that continued until 1975, well before these corporations were formally dissolved. The term “dead and buried” corporation refers to those corporations that have been formally dissolved and have distributed all of their corporate assets to their shareholders. See, e.g., Idylwoods Assocs. v. Mader Capital, Inc., 915 F.Supp. 1290, 1304 (W.D.N.Y.1996). A substantial body of precedent has developed regarding the CERCLA liability of “dead and buried” corporations. As a starting point, the Court must determine the applicability of Rule 17(b) of the Federal Rules of Civil Procedure. Rule 17(b), which addresses capacity to sue and be sued, provides, in pertinent part, that “[t]he capacity of a corporation to sue or be sued shall be determined by the law under which it was organized.” The question that is initially presented, therefore, is whether Rule 17(b) applies to CERCLA cases, and consequently requires the Court to look to New York and Delaware law to determine whether GACCC and G.A. Corrugated are subject to suit under CERCLA. Among those courts that have considered the applicability of Rule 17(b) in the CERC-LA arena, a split has emerged between the Seventh and Ninth Circuit Courts of Appeal on one hand, and numerous district courts from the remaining circuits on the other. In Citizens Elec. Corp. v. Bituminous Fire & Marine Ins. Co., 68 F.3d 1016 (7th Cir.1995), the Seventh Circuit determined that Rule 17(b) applied to CERCLA cases and that state law therefore governed the question of whether a corporation should be subject to suit. The court held that 42 U.S.C. § 9607(a), which provides that CERCLA applies “notwithstanding any other provision or rule of law,” refers only to substantive liability and not to procedural rules, and determined that the corporate capacity issue under Rule 17(b) was indeed a procedural rule. See also Louisiana-Pacific Corp. v. ASARCO, Inc., 5 F.3d 431 (9th Cir.1993); Levin Metals Corp. v. Parr-Richmond Terminal Co., 817 F.2d 1448 (9th Cir.1987). By contrast, those district courts that have found Rule 17(b) to be preempted reason that CERCLA’s broad mandate requires the preemption of state corporate capacity laws so that CERCLA liability will not vary from state to state. See, e.g., Idylwoods Assocs., supra; AM Properties Corp. v. GTE Prods. Corp., 844 F.Supp. 1007 (D.N.J.1994); BASF Corp. v. Central Transport, Inc., 830 F.Supp. 1011 (E.D.Mich.1993); City and County of Denver v. Adolph Coors Co., 813 F.Supp. 1471 (D.Colo.1992); Traverse Bay Area Intermediate Sch. Dist. v. Hitco, Inc., 762 F.Supp. 1298 (W.D.Mich.1991); United States v. Distler, 741 F.Supp. 643 (W.D.Ky.1990); United States v. Sharon Steel Corp., 681 F.Supp. 1492 (D.Utah 1987). Still another approach was implicitly raised by the district court in United States v. SCA Servs. of Indiana, Inc., 837 F.Supp. 946 (N.D.Ind.1993). In that case, the court declined even to consider whether CERCLA preempted Rulé 17(b) based on its conclusion that the Indiana corporate capacity laws were not more restrictive than CERCLA, thus suggesting that preemption may be appropriate only when a state corporate capacity statute is more restrictive than CERCLA. Id. at 952. The Court concludes that the cases finding Rule 17(b) to be superseded in the CERCLA context are more soundly reasoned, and elects to follow them, regardless of whether state law is more or less restrictive than CERCLA. With all due respect to the opinions of the Seventh and Ninth Circuits, their conclusion that corporate capacity should be determined on a state-by-state basis undermines the logic that exposure to CERCLA liability should be uniform throughout the country and not dependent upon variations of the states’ corporate capacity laws. Accordingly, the Court determines that it need not resort to New York and Delaware corporate law to determine whether GACCC and G.A. Corrugated are liable under CERCLA. Having determined that CERCLA preempts Rule 17(b) and hence controls the inquiry into the potential liability of GACCC and G.A. Corrugated as dead and buried corporations, the Court now evaluates the analytical framework adopted by federal courts to evaluate CERCLA claims against dead and buried corporations. Not surprisingly, there is no single uniform approach. See Joel R. Burcat and Craig P. Wilson, Post-Dissolution Liability of Corporations and Their Shareholders Under CERCLA, 50 Bus. Law., Aug. 1995, at 1273, 1285-1291. Essentially, the courts have confined their focus and disagreements to the central issue of whether a dead and buried corporation may be considered a “person” under CERCLA. CERCLA defines person as “an individual, firm, corporation, association, partnership, consortium, joint venture, commercial entity, United States government, State, municipality, commission, political subdivision of a State, or any interstate body.” 42 U.S.C. § 9601(21) (emphasis added). This definition is not qualified in any way, unlike other remedial statutes. See Allied Corp. v. Acme Solvents Reclaiming, Inc., 1990 WL 322940 at *3 n. 4 (N.D.Ill. July 6, 1990) (comparing CERC-LA with Sherman Anti-Trust Act, 15 U.S.C. § 7, which defines “person” as including “corporations and associations existing under or authorized by the laws of ... any State.”). One line of cases holds that a corporation’s dead and buried status is irrelevant to a determination as to whether it can be subject to suit under CERCLA. In SCA Servs. of Indiana, Inc., supra, for example, the defendant SCA Services of Indiana commenced a third-party action against Levin & Sons, Inc. (“Levin”), an Indiana corporation, in 1992. Levin had disposed of all of its corporate assets in 1987 and had been administratively dissolved by the Indiana Secretary of State in 1990. Levin’s alleged CERCLA liability arose out of its operation of a facility between 1966 and 1973, during which time hazardous wastes were disposed of at the facility. Levin sought to be dismissed from the third-party action on the ground that it had become a dead and buried corporation prior to suit. In denying Levin’s motion, the district court, although concluding that Levin had not properly dissolved under Indiana law, noted that, in any event, “CERCLA allows suits against corporations [as ‘persons’] without limitation as to whether the corporation is dissolved or its assets have been distributed.” Quoting at length from the decision of Utah district court in United States v. Sharon Steel Corp., 681 F.Supp. 1492, 1498 (D.Utah 1987), the Court determined that the fact that a corporate defendant may as a practical matter be judgment proof does not affect its capacity to be sued under CERCLA. See also State of North Carolina v. W.R. Peele, Sr. Trust, 876 F.Supp. 733, 739 (E.D.N.C.1995); Allied Corp. v. Acme Solvents Reclaiming, Inc., supra. By contrast, the district court in Traverse Bay Area Intermediate Sch. Dist., supra, while noting that a determination as to the scope of CERCLA liability “must not turn on the collectibility of judgments,” id at 1301, nonetheless determined that a dead and buried corporation is not a person under CERCLA because any judgment entered against such a corporation would be uncol-lectible. Id. at 1301-1302; see also AM Properties, 844 F.Supp. at 1013 (“While the Court recognizes that the determination of the scope of CERCLA liability must not turn on the collectibility of judgments, to allow a suit under CERCLA against a dissolved corporation that has completely wound down and distributed its assets would present various litigation difficulties and judgment collection problems.... ”); City and County of Denver, 813 F.Supp. at 1475 (“[A] court would be foolish to allow a suit against a dissolved corporation that has distributed its assets to the far corners of the country.... Fully dissolved corporations would also present inherent difficulties in the parties’ ability to gather evidence and a dissolved defendant corporation’s ability to present an adequate defense.”). Notably, none of the courts addressing the CERCLA liability of dead and buried corporations have properly prescinded between or analyzed the difference between corporate persons that are dead and buried at the time a CERCLA action is triggered and those that are dead and buried at the time of suit. See, e.g., City and County of Denver, 813 F.Supp.at 1475 (correlating CERCLA definition of “person” to the holding of assets at the time of suit); Traverse Bay Area Intermediate Sch. Dist., 762 F.Supp. at 1301-1302 (same). Section 9607(a)(3) of the Act plainly subjects “any person ... who arranged for disposal or treatment ... of hazardous substances” to liability. There is no indication in CERCLA that liability under this section depends upon whether the defendant corporation is a person at the time of suit. Rather, because liability is triggered by the disposal of hazardous waste, the only logical conclusion is that CERCLA “personhood” is also measured as of the time of this triggering event. This reading of the statute is consistent with the Court’s recognition that a CERCLA claim invariably requires extensive investigation, testing and studies, and therefore may be brought at an indeterminate point in time, many years after the disposal of hazardous substances. This interpretation promotes two policy concerns. First, a holding that personhood is measured at the time of suit and that consequently only extant, solvent corporations are persons under CERCLA would necessarily shrink the range of potentially responsible persons, which would run counter to the breadth of CERCLA’s scheme for imposing liability. Second, the Court’s holding that personhood for CERCLA purposes is measured at the time that the CERCLA person arranges for disposal of hazardous materials under § 9607(a)(3) promotes the interests in the uniformity of CERCLA enforcement that motivated the Court to conclude that Rule 17(b) must be preempted in the CERCLA context. Accordingly, the Court concludes that a corporation subject to CERCLA claims based upon hazardous waste disposal that occurred before the corporation was dissolved and became dead and buried is not absolved from suit under CERCLA. This conclusion is not only supported by CERCLA’s statutory reach but also by common law notions affecting litigation against dead and buried corporations. Helpful to the Court in that respect are those federal cases that have refused to view corporate dissolution and distribution of assets as the linchpin of the inquiry into whether a corporation may be held liable under CERCLA, see W.R.. Peele, Sr. Trust, 876 F.Supp. at 739; SCA Servs. of Indiana, 837 F.Supp. at 953; Allied Corp., 1990 WL 322940 at *4, and New York authority predicated upon its common law notions as to the circumstances under which a dead and buried corporation can be subject to suit. It is well settled that federal common law, which is implicated under CERC-LA because of the need for uniform federal rules of decision in assessing CERCLA liability, see, e.g., AM Properties., 844 F.Supp. at 1012, may incorporate principles of state law as the rule of decision, provided that the state law is consistent with the policies underlying the particular federal interest. See United States v. Kimbell Foods, Inc., 440 U.S. 715, 727-739, 99 S.Ct. 1448, 1457-1464, 59 L.Ed.2d 711 (1979); United States v. One 1973 Rolls Royce, VIN SRH-16266, 43 F.3d 794, 806 n. 8 (3d Cir.1994); Lugo v. AIG Life Ins. Co., 852 F.Supp. 187, 193 (S.D.N.Y.1994). New York’s Business Corporation Law § 1006(b) provides, in pertinent part, that “[t]he dissolution of a corporation shall not affect any remedy available to or against such corporation, its directors, officers or shareholders for any right or claim existing or any liability incurred before such dissolution.” This statute is consistent with New York decisional law abrogating the English common law rule that the liabilities of a corporation are extinguished by its dissolution. See Shayne v. Evening Post Pub. Co., 168 N.Y. 70, 77, 61 N.E. 115, 155-116 (1901). In rejecting the traditional English rule, the New York Court of Appeals observed that it would be “unjust and arbitrary” to cut off all causes of action against a corporation upon its dissolution, and noted that such a rule would encourage corporate officers to extinguish meritorious causes of action by dissolving a corporation, only to reorganize the corporation later with impunity. Shayne, 168 N.Y. at 74, 61 N.E. at 115-116. Moreover, in regard to dead and buried corporations, New York courts have embraced the principle that a corporation’s capacity to be sued does not depend upon whether or not it has distributed its assets. The New York Court of Appeals has indicated that the determinative factor is whether the claim against the corporation existed at the time that it was dissolved; “[wjhether the distribution of its assets in advance of dissolution may make a judgment, if recovered, futile, we do not now consider ... The collection of the judgment must wait upon its entry.” City of New York v. New York & S. Brooklyn Ferry & Steam Transp. Co., 231 N.Y. 18, 131 N.E. 554 (1921) (Cardozo, J.); see also Hudson River Fishermen’s Assn. v. Arcuri, 862 F.Supp. 73, 77 (S.D.N.Y.1994); Independent Investor Protective League v. Time, Inc., 50 N.Y.2d 259, 262-263, 406 N.E.2d 486, 488, 428 N.Y.S.2d 671, 673 (1980); Fernandez v. Kinsey, 205 A.D.2d 448, 613 N.Y.S.2d 894, 895 (1st Dep’t 1994); Dominguez v. Fixrammer Corp., 172 Misc.2d 868, 656 N.Y.S.2d 111, 113 (Sup.Ct. Bronx Co.1997). The Court agrees with then-Judge Cardozo’s observation in New York & S. Brooklyn Ferry & Steam Transp. Co. that liability and collectibility are two separate and distinct concepts. A corporation should not be permitted to insulate itself from exposure to CERCLA liability by dissolving and distributing its assets after the disposal of hazardous substances. As (1) Columbia deposited hazardous waste in the landfill, and (2) GACCC and G.A. Corrugated succeeded to Columbia’s liabilities prior to their dissolution, the Court concludes that they are persons under CERCLA, regardless of whether or not they were dead and buried at the time the Town brought suit and that they are consequently proper CERCLA defendants. The bringing of a suit against a corporation that became dead and buried after being exposed to potential CERCLA liability may or may not prove to be pointless in the collection process, which will be governed by state law. For example, under New Yo