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Original Sheet No. 0 : Effective

   
   
   
   
   
              FERC GAS TARIFF
   
           ORIGINAL VOLUME NO. 1
   
                    OF
   
           USG PIPELINE COMPANY
   
              FILED WITH THE
   
    FEDERAL ENERGY REGULATORY COMMISSION
   
   
   
    COMMUNICATIONS CONCERNING THIS TARIFF
   
             SHOULD BE SENT TO:
   
   
               K.A. KENNEDY
   
                PRESIDENT
   
           USG PIPELINE COMPANY
   
            125 South Franklin
   
            Department 143-65
   
          Chicago, Illinois 60606
   
           (312) 606-4168 (phone)
   
           (312) 606-4532 (fax)


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Original Sheet No. 1 : Effective

   
                          TABLE OF CONTENTS
   
   
   
                                                            Sheet
                                                            Number
   
     Preliminary Statement                                     2
   
     System Map                                                3
   
     Notice of Rates                                           4
   
     Rate Schedules:
          Firm Transportation (FT) Service                     5
          Interruptible Transportation (IT) Service           11
   
     General Terms and Conditions                             16
   
     Form of Service Agreement
          Firm and Interruptible Transportation Agreement     72
          Released Transportation Agreement                   75
          Pre-Assignment Agreement                            82
     Form of Release Request                                  87
     Form of Bid                                              91
     Transportation Service Request Form                      93
   
   
     FERC Gas Tariff, Original Volume No. 2
          Preliminary Statement                                1
          System Map                                           2
          Rate Schedule X-1, Transportation Agreement with
                     United States Gypsum Company              3


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Original Sheet No. 2 : Effective

   
                        PRELIMINARY STATEMENT
   
   
USG Pipeline Company, a Delaware corporation, owns and operates under a
certificate of public convenience and necessity a natural gas pipeline
system,located in the states of Tennessee and Alabama.  USG Pipeline
Company is engaged in the transportation of natural gas in interstate
commerce.
   
   
The locations of the Company's transmission line and the point at which
it delivers gas are shown on the System Map on the following page.


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Original Sheet No. 3 : Effective

   
   
        SYSTEM MAP


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Original Sheet No. 4 : Effective

   
                           NOTICE OF RATES
                        (Rates Per Dekatherm)
   
   
  Rate Schedule                      Base Tariff Rate
   
     Monthly Demand Rates
   
     FT - Max                           $5.4993
   
   
        - Min                           $0.00
   
   
     Daily Demand Rates
   
     FT - Max                           $0.1833
   
        - Min                           $0.0000
   
   
   
     Commodity Rates 1/
   
     FT - Max                           $0.0000
   
        - Min                           $0.0000
   
   
     IT - Max                           $0.1833
   
         - Min                          $0.0000
   
   
   
   
     1/  The maximum Volumetric Firm Rate for Capacity Release is $0.1833.


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Original Sheet No. 5 : Effective

   
                          FT RATE SCHEDULE
                     FIRM TRANSPORTATION SERVICE
   
  1. AVAILABILITY
   
  This Rate Schedule is available for the transportation of natural gas on a
  firm basis by USG Pipeline Company (hereinafter called  Transporter) for any
  Shipper:
   
     (a)  that completes a valid request for service and executes a Firm
          Transportation Agreement ("FT Agreement"), wherein Transporter agrees
          to transport and deliver at designated delivery points on behalf of
          Shipper, natural gas up to  a specified volume, which will be
          designated as the Transportation Quantity. Each FT Agreement will
          specify the Primary Receipt and Delivery Points available for use
          under the FT Agreement and the Maximum Daily Quantity ("MDQ") at each
          Primary Delivery and Receipt Point; and
   
     (b)  provided that uncommitted firm capacity is available on all portions
          of Transporter's system necessary to provide the service.
   
  2. APPLICABILITY AND CHARACTER OF SERVICE
   
     2.1  The service rendered shall be the transportation of natural gas up to
          the maximum daily entitlement ("Transportation Quantity") set out in
          the FT Agreement performed under Sub-parts B and G of Part 284 of the
          Commission's Regulations.  Firm transportation service under this
          Rate Schedule shall be provided, to the extent Transporter determines
          firm capacity is available, to any Shipper in the order in which each
          Shipper has fulfilled the requirements of Section 5 of the General
          Terms and Conditions of Transporter's Tariff; provided, however,
          Transporter shall not commence service until Transporter and Shipper
          have executed an FT Agreement. Transporter shall not be required to
          install, operate or maintain any additional facilities in order to
          provide transportation service under this Rate Schedule except as
          provided in Section 4.2.
   
     2.2  Service shall be provided on a firm basis.  However, service may be
          curtailed pursuant to Section 9.4 of Transporter's General Terms and
          Conditions or whenever necessary to maintain gas quality or the
          integrity of Transporter's system.


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Original Sheet No. 6 : Effective

   
                          FT RATE SCHEDULE
                     FIRM TRANSPORTATION SERVICE
   
  3. DELIVERIES AND RECEIPTS
   
     3.1  Receipt Points:  The Primary Receipt Point(s) for all gas transported
          by Transporter under this Rate Schedule shall be at the mutually
          agreeable interconnection(s) between Transporter's system and the
          connecting facilities shown on Exhibit A to the FT Agreement.
          Transporter shall not be required under any circumstances to receive
          gas at any Receipt Point where (1) the total quantity of gas
          scheduled for receipt on any day is less than that required for the
          accurate measurement of quantities to be received or (2)Shipper has 
          failed to make and properly implement all necessary arrangements on
          upstream pipelines.  The total quantity specified at all of Shipper's
          Primary Receipt Point(s) must equal the Transportation Quantity
          stated in the FT Agreement.
   
     3.2  Delivery Points:  The Primary Delivery Point(s) for all gas
          transported by Transporter under this Rate Schedule shall be at the
          mutually agreeable interconnection(s) between Transporter's system
          and the facilities shown on Exhibit A to the FT Agreement.
          Transporter shall not be required under any circumstances to deliver
          gas at any Delivery Point where (1) the total quantity of gas
          scheduled for delivery on any day is less than that required for the
          accurate measurement of quantities to be delivered or (2)Shipper has
          failed to make and properly implement all necessary arrangements on
          downstream pipelines.  The total quantity specified at all of
          Shipper's Primary Delivery Point(s) must equal the Transportation
          Quantity stated in the FT Agreement, less Retainage, if any.
   
     3.3  Changing Primary Receipt and Delivery Points:  Subject to
          availability of firm capacity, Shipper may change the Primary Receipt
          or Delivery Points under its FT Agreement (including redistributing
          the Maximum Daily Quantity among points) by an amendment of Exhibit A
          to the FT Agreement.  Such amendment shall be reflected in an
          executed revision of Exhibit A submitted to Transporter by the
          twentieth of the month preceding the month for which the change is
          desired.  Primary Receipt and Delivery Point amendments pursuant to
          this section shall be given priority over all interruptible service
          requested through such points.  Shipper shall lose its priority at
          previously designated Primary Receipt and Delivery Points to the
          extent that the amendment reduces the Maximum Daily Quantity at any
          point.


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Original Sheet No. 7 : Effective

   
                           FT RATE SCHEDULE
                    FIRM TRANSPORTATION SERVICE
   
     3.4  Secondary Receipt and Delivery Points:  Shipper may use as a
          Secondary Receipt or Delivery Point any other receipt or delivery
          point on Transporter's system by notifying Transporter in Shipper's
          nomination.  A Shipper may also use a Primary Receipt or Delivery
          Point as a Secondary Point to the extent that Shipper nominates
          quantities at the Primary Point in excess of the Shipper's Maximum
          Daily Quantity for that Primary Point, but less than or equal to the
          Transportation Quantity under the FT Agreement.  A firm shipper's
          rights to use a Secondary Receipt or Delivery Point shall be superior
          to all interruptible shippers' use of that point, but inferior to the
          rights of all firm shippers using that point as a Primary Delivery or
          Receipt Point.  Shipper's total receipts or deliveries on any day
          shall not exceed the Transportation Quantity stated in the FT
          Agreement (as adjusted for Retainage, if any), and, if the capacity
          at a Secondary Receipt or Delivery Point is insufficient to serve all
          shippers requesting the point, the receipt or delivery quantities for
          that point shall be allocated in accordance with Section 9 of the
          General Terms and Conditions.
   
  4. RATES AND CHARGES
   
     4.1  Transportation Rates:
   
          The applicable rates for service under this FT Rate Schedule are the
          applicable maximum Reservation and Commodity Rates shown on the
          effective Tariff Sheet No. 4; provided, however, Transporter has the
          right at any time and from time to time to adjust the Reservation and
          Commodity Rates applicable to any service upon notice to Shipper to
          any level not less than the minimum nor more than the maximum
          Reservation and Commodity Rates established for this Rate Schedule
          and set forth on the effective Tariff Sheet No. 4.
   
          In the event Transporter and Shipper agree to establish a fixed rate
          to be charged for the duration of the transportation service, said
          rate will be set forth in the applicable FT Agreement.
   
          In the event that Transporter interrupts or curtails service for any
          reason, other than Operational Flow Orders and events of force
          majeure as described in Sections 8 and 15 respectively of
          Transporter's General Terms and Conditions, and Shipper has
          previously paid for such service, Transporter shall credit to
          Shipper's next monthly bill an amount equal to the daily demand
          charge multiplied by the number of days of interruption or
          curtailment.


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Original Sheet No. 8 : Effective

                          FT RATE SCHEDULE
                     FIRM TRANSPORTATION SERVICE
   
     4.2  New Facilities: In addition to the charges pursuant to Section 4.1 of
          this Rate Schedule, if Transporter agrees to construct facilities for
          service requested by Shipper, Transporter shall charge Shipper an
          amount to advance 100% of the estimated cost (including a gross-up
          for the income tax effects of reimbursement) of facilities
          constructed at the Shipper's request in order to provide
          transportation service under this Rate Schedule.  Further,
          Transporter shall charge Shipper an amount to advance 100% of the
          estimated costs (including a gross-up for the income tax effects of
          reimbursement) to be incurred by Transporter for appurtenant
          facilities and equipment, including but not limited to electronic
          custody transfer equipment, metering facilities, gravitometers,
          calorimeters, flow controllers or other measurment or metering
          facilities.  Such estimated advance payments shall be subject to
          true-up to actual costs incurred by Transporter for the construction
          of transportation and appurtenant facilities within 30 days following
          completion of construction of such facilities.
   
     4.3  Incidental Charges:  In addition to the charges pursuant to Sections
          4.1 and 4.2 of this Rate Schedule, Transporter may charge Shipper an
          amount to reimburse Transporter 100% for any filing or similar fees
          and, if applicable, sales or use tax that have not been previously
          paid by Shipper, which Transporter incurs in establishing or
          rendering service.
   
     4.4  Authorized Overrun Charge:  If Shipper, upon receiving the advance
          approval of Transporter, should on any day take under this Rate
          Schedule a quantity of natural gas in excess of that which Shipper is
          authorized to take under Shipper's FT Agreement, then such quantity
          shall constitute an authorized overrun quantity.  All Shipper
          requests for Authorized Overruns must be nominated via facsimile to
          Transporter.  For all such authorized overrun volumes, Shipper shall
          pay Transporter a rate equal to the volumetric derivative of the
          maximum FT rate designed on a 100% load factor basis times the excess
          quantities delivered to Shipper, unless the parties mutually agree
          otherwise.


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Original Sheet No. 9 : Effective

                          FT RATE SCHEDULE
                     FIRM TRANSPORTATION SERVICE
   
     4.5  Notwithstanding any provision of Transporter's effective FERC Gas
          Tariff to the contrary, Transporter and Shipper may mutually agree in
          writing to rates, rate components, charges or credits for service
          under this Rate Schedule that differ from those rates, rate
          components, charges or credits that are otherwise prescribed,
          required, established or imposed by this Rate Schedule or by any
          other applicable provision of Transporter's effective FERC Gas
          Tariff.  If Transporter agrees to such differing rates, rate
          components, charges or credits ("Negotiated Rates") then the
          Negotiated Rate(s) shall be effective only for the period agreed upon
          by Transporter.  During such period, the Negotiated Rate shall govern
          and apply to the Shipper's service and the otherwise applicable rate,
          rate component, charge or credit, which the parties have agreed to
          replace with the Negotiated Rate, shall not apply to, or be available
          to, the Shipper.  At the end of such period, the otherwise applicable
          maximum rates or charges shall govern the service provided to
          Shipper.  Only those rates, rate components, charges or credits
          identified by Transporter and Shipper in writing as being superseded
          by a Negotiated Rate shall be ineffective during the period that the
          Negotiated Rate is effective; all other rates, rate components,
          charges or credits prescribed, required, established or imposed by
          this Rate Schedule or Transporter's Tariff shall remain in effect.
          Transporter shall make any filings at the FERC necessary to
          effectuate a Negotiated Rate.


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Original Sheet No. 10 : Effective

                          FT RATE SCHEDULE
                     FIRM TRANSPORTATION SERVICE
   
  5. MONTHLY BILL
   
  The Monthly Bill for service shall be equal to:
   
     (a)  Reservation Charge:  A reservation rate determined under Section
          4.1 of this Rate Schedule multiplied by the Transportation Quantity
          as specified in the FT Agreement;
   
     (b)  Commodity Charge:  The applicable Commodity Rate(s) under Section
          4.1 of this Rate Schedule multiplied by the dekatherms of natural
          gas transported and delivered in the month pursuant to this Rate
          Schedule; and
   
     (c)  If applicable, any other charges pursuant to Section 4 of this Rate
          Schedule.
   
  6. WAIVER
   
  Transporter may waive any rights hereunder or any obligations of Shipper
  hereunder on a basis that is not unduly discriminatory; provided that no
  waiver shall operate or be construed as a waiver of other or future rights
  or obligations, whether of a like or different character.
   
  7. GENERAL TERMS AND CONDITIONS
   
     7.1  Shipper shall provide Transporter with such information as is
          needed to meet the requirements placed on Transporter by
          regulation, rule, and/or order by any duly authorized agency.
          Furthermore, any terms or conditions not specified in this Rate
          Schedule shall be determined consistent with the General Terms and
          Conditions of Transporter's Tariff, which are incorporated into
          this Rate Schedule.
   
     7.2  In the event of a conflict between the provisions of this Rate
          Schedule and Transporter's General Terms and Conditions, the
          provisions of Transporter's General Terms and Conditions shall
          govern.


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Original Sheet No. 11 : Effective

                          IT RATE SCHEDULE
                INTERRUPTIBLE TRANSPORTATION SERVICE
   
  1. AVAILABILITY
   
  This Rate Schedule is available for the transportation of natural gas on an
  interruptible basis by USG Pipeline Company (hereinafter called Transporter) to
  any Shipper:
   
     (a)  that makes a valid request for interruptible service and executes an
          Interruptible Transportation Agreement ("IT Agreement"); and
   
     (b)  to the extent that interruptible capacity is available on
          Transporter's system from time to time for the receipt of gas by
          Transporter and the redelivery by Transporter for the account of
          Shipper.
   
  2. APPLICABILITY AND CHARACTER OF SERVICE
   
     2.1  The service rendered shall be the transportation of natural gas up to
          the Maximum Interruptible Quantity ("MIQ") set out in the IT
          Agreement performed under Sub-parts B and G of Part 284 of the
          Commissions Regulations subject to the availability of capacity
          sufficient to provide the service without detriment or disadvantage
          to Transporter's firm transportation customers.
   
     2.2  Service shall be on an interruptible basis.  Interruption of service
          includes decreasing, suspending, or discontinuing either the receipt
          or delivery of gas.  Interruption and availability of interruptible
          capacity shall be in accord with Section 9 of the General Terms and
          Conditions.
   
     2.3  Transporter shall not be required to install, operate or maintain any
          additional facilities in order to provide transportation service
          under this Rate Schedule.


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Original Sheet No. 12 : Effective

                          IT RATE SCHEDULE
                INTERRUPTIBLE TRANSPORTATION SERVICE
   
  3. DELIVERIES AND RECEIPTS
   
     3.1  Receipt Points:  All receipt points on Transporter's system shall be
          available as receipt points for gas transported under this Rate
          Schedule.  Transporter shall not be required under any circumstances
          to receive gas at any Receipt Point where (1) the total quantity of
          gas scheduled for receipt on any day is less than that required for
          the accurate measurement of quantities to be received or (2)Shipper
          has failed to make and properly implement all necessary upstream
          arrangements on upstream pipelines.
   
     3.2  Delivery Points:
   
          (a)  All delivery points on Transporter's system shall be available
               as delivery points for gas transported under this Rate
               Schedule.
   
          (b)  Transporter shall not be required under any circumstances to
               deliver gas at any Delivery Point where (1) the total quantity
               of gas scheduled for delivery on any day is less than that
               required for the accurate measurement of quantities to be
               delivered or (2)Shipper has failed to make and properly
               implement all necessary upstream arrangements on upstream
               pipelines.


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Original Sheet No. 13 : Effective

                          IT RATE SCHEDULE
                INTERRUPTIBLE TRANSPORTATION SERVICE
   
  4. RATES AND CHARGES
   
     4.1  Transportation Rates:  The Transportation Rate is the maximum IT rate
          shown on the effective Tariff Sheet No. 4, unless otherwise mutually
          agreed; provided, however, Transporter has the right at any time and
          from time to time to adjust the rate applicable to any transportation
          service upon notice to Shipper to any level not less than the minimum
          nor more than the maximum rates established for this Rate Schedule
          and set forth on the effective Tariff Sheet No. 4.
   
          In the event Transporter and Shipper agree to establish a rate that
          is not subject to change and that is to be charged for the duration
          of the transportation service, said rate will be set forth in the
          applicable IT Agreement.
   
     4.2  New Facilities:   In addition to the charges pursuant to Section 4.1
          of this Rate Schedule, if Transporter agrees to construct facilities
          for service requested by Shipper, Transporter shall charge Shipper an
          amount to advance 100% of the estimated cost (including a gross-up 
          for the income tax effects of reimbursement) of facilities
          constructed at the Shipper's request in order to provide
          transportation service under this Rate Schedule.  Further,
          Transporter shall charge Shipper an amount to advance 100% of the
          estimated costs (including a gross-up for the income tax effects of
          reimbursement) to be incurred by Transporter for appurtenant
          facilities and equipment, including but not limited to electronic
          custody transfer equipment, metering facilities, gravitometers,
          calorimeters, flow controllers or other measurment or metering
          facilities.  Such estimated advance payments shall be subject to
          true-up to actual costs incurred by Transporter for the construction
          of transportation and appurtenant facilities within 30 days following
          completion of construction of such facilities.


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Original Sheet No. 14 : Effective

                          IT RATE SCHEDULE
                INTERRUPTIBLE TRANSPORTATION SERVICE
   
     4.3  Incidental Charges:  In addition to the charges pursuant to Section
          4.1 and 4.2 of this Rate Schedule, Transporter shall charge Shipper
          an amount to reimburse Transporter 100% for any filing or similar
          fees and, if applicable, sales or use tax that have not been
          previously paid by Shipper, that Transporter incurs in establishing
          or rendering service.
   
     4.4  Notwithstanding any provision of Transporter's effective FERC Gas
          Tariff to the contrary, Transporter and Shipper may mutually agree in
          writing to rates, rate components, charges or credits for service
          under this Rate Schedule that differ from those rates, rate
          components, charges or credits that are prescribed, required,
          established or imposed by this Rate Schedule or by any other
          applicable provision of Transporter's effective FERC Gas Tariff.  If
          Transporter agrees to such differing rates, rate components, charges
          or credits ("Negotiated Rates"), then the Negotiated Rate(s) shall be
          effective only for the period agreed upon by Transporter.  During
          such period, the Negotiated Rate shall govern and apply to the
          Shipper's service and the otherwise applicable rate, rate component,
          charge or credit, which the parties have agreed to replace with the
          Negotiated Rate, shall not apply to, or be available to, the Shipper.
          At the end of such period, the otherwise applicable maximum rates or
          charges shall govern the service provided to Shipper.  Only those
          rates, rate components, charges or credits identified by Transporter
          and Shipper in writing as being superseded by a Negotiated Rate shall
          be ineffective during the period that the Negotiated rate is
          effective; all other rates, rate components, charges or credits
          prescribed, required, established or imposed by this Rate Schedule or
          Transporter's Tariff shall remain in effect.  Transporter shall make
          any filings at the FERC necessary to effectuate a Negotiated Rate.
   
   
  5. SCHEDULING AND CURTAILMENT
   
  Transporter shall schedule interruptible transportation according to the IT rate
  paid by Shippers each month, scheduling IT at higher rates ahead of IT at lower
  rates.  The foregoing notwithstanding, if an IT Shipper was flowing gas under its
  IT Agreement during the previous month, such Shipper will be notified prior to
  the start of the month of delivery if its current IT nomination cannot be
  scheduled due to price, and given an opportunity to offer a price that will
  enable its IT nomination to be scheduled.  IT Shippers paying the same rate shall
  be scheduled pro rata based on Scheduled Quantities.


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Original Sheet No. 15 : Effective

                          IT RATE SCHEDULE
                INTERRUPTIBLE TRANSPORTATION SERVICE
   
  6. MONTHLY BILL
   
  The Monthly Bill for service shall equal
   
     (a)  The applicable IT Rate multiplied by the dekatherms of natural gas
          transported and delivered by Transporter for Shipper in the month
          pursuant to this Rate Schedule; and
   
     (b)  If applicable, any other charges pursuant to Section 4 of this Rate
          Schedule.
   
  7. WAIVER
   
  Transporter may waive any rights hereunder or any obligations of Shipper
  hereunder on a basis that is not unduly discriminatory; provided that no waiver
  shall operate or be construed as a waiver of other or future rights or
  obligations, whether of a like or different character.
   
  8. GENERAL TERMS AND CONDITIONS
   
     8.1  Shipper shall provide Transporter with such information as is needed
          to meet the requirements placed on Transporter by regulation, rule,
          and/or order by any duly authorized agency.  Furthermore, any terms
          or conditions not specified in this Rate Schedule shall be determined
          consistent with the General Terms and Conditions of Transporter's
          Tariff, which are incorporated into this Rate Schedule.
   
     8.2  In the event of a conflict between the provisions of this Rate
          Schedule and Transporter's General Terms and Conditions, the
          provisions of Transporter's General Terms and Conditions shall
          govern.


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Original Sheet No. 16 : Effective

                    GENERAL TERMS AND CONDITIONS
                          TABLE OF CONTENTS
   
   Section                                                            Sheet
     No.                                                             Number
   
      1.  Definition of Terms. . . . . . . . . . . . . . . . . . . . . . 18
      2.  Quality. . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
      3.  Measurement. . . . . . . . . . . . . . . . . . . . . . . . . . 22
      4.  Measurement Equipment. . . . . . . . . . . . . . . . . . . . . 24
      5.  Qualification for Service. . . . . . . . . . . . . . . . . . . 28
      6.  Credit Requirements. . . . . . . . . . . . . . . . . . . . . . 31
      7.  Termination of Agreements. . . . . . . . . . . . . . . . . . . 32
      8.  Operational Flow Orders. . . . . . . . . . . . . . . . . . . . 34
      9.  Scheduling of Receipts and Deliveries. . . . . . . . . . . . . 36
     10.  Invoicing and Payment. . . . . . . . . . . . . . . . . . . . . 51
     11.  Temporary Release or Permanent Assignment of Rights
          to Firm Transportation Service . . . . . . . . . . . . . . . . 54
     12.  Possession of Gas. . . . . . . . . . . . . . . . . . . . . . . 63
     13.  Pressures and Availability of Delivery Points. . . . . . . . . 63
     14.  Warranty of Title to Gas . . . . . . . . . . . . . . . . . . . 64
     15.  Excuse of Performance and Remedies . . . . . . . . . . . . . . 65
     16.  Notices. . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
     17.  Modification . . . . . . . . . . . . . . . . . . . . . . . . . 68
     18.  Non Waiver and Future Default. . . . . . . . . . . . . . . . . 68
     19.  Applicable Regulations . . . . . . . . . . . . . . . . . . . . 68
     20.  Operating Information and Estimates. . . . . . . . . . . . . . 68
     21.  Code Compliance. . . . . . . . . . . . . . . . . . . . . . . . 69


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First Revised Sheet No. 17 : Effective

Superseding: Original Sheet No. 17

   
                    GENERAL TERMS AND CONDITIONS
                          TABLE OF CONTENTS
   
   Section                                                          Sheet
     No.                                                            Number
   
     22.  Information and Communications Regarding Transportation
               Services . . . . . . . . . . . . . . . . . . . . . . . . 69
     23.  Construction of Facilities. . . . . . . . . . . . . . . . . . 70
     24.  Incorporation in Rate Schedules and Service Agreements. . . . 70
     25.  Disposition of Excess Gas . . . . . . . . . . . . . . . . . . 71
     26.  Discounting Policy. . . . . . . . . . . . . . . . . . . . . . 71
     27.  North American Energy Standards Board ("NAESB") Standards . . 71


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Original Sheet No. 17 : Superseded

                    GENERAL TERMS AND CONDITIONS
                          TABLE OF CONTENTS
   
   Section                                                          Sheet
     No.                                                            Number
   
     22.  Information and Communications Regarding Transportation
               Services . . . . . . . . . . . . . . . . . . . . . . . . 69
     23.  Construction of Facilities. . . . . . . . . . . . . . . . . . 70
     24.  Incorporation in Rate Schedules and Service Agreements. . . . 70
     25.  Disposition of Excess Gas . . . . . . . . . . . . . . . . . . 71
     26.  Discounting Policy. . . . . . . . . . . . . . . . . . . . . . 71
     27.  Gas Industry Standards Board ("GISB") Standards . . . . . . . 71


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First Revised Sheet No. 18 : Effective

Superseding: Original Sheet No. 18

                    GENERAL TERMS AND CONDITIONS
   
   
  1. DEFINITION OF TERMS
   
  The following terms when used in this Tariff and in any service agreement
shall be construed to have the following meanings:
   
     1.1  The term "Bidder" shall mean any person that submits a bid for
          released transportation capacity pursuant to the terms of Section 11
          of Transporter's General Terms and Conditions.
   
     1.2  The term "British thermal unit" or "Btu" shall mean the amount of
          heat required to raise the temperature of one pound of water one
          degree Fahrenheit at a standard pressure of 14.73 dry psia at 60
          degrees Fahrenheit (101.325 kPa and 15 degrees C, and dry).  (The
          reporting basis for gigacalorie is 1.035646 Kg/cm and 15.6 degrees C
          and dry.)
   
     1.3  The term "Business Day" shall mean Monday through Friday, excluding
          Federal Banking Holidays for transactions in the U.S., and similar
          holidays for transactions occurring in Canada and Mexico.
   
     1.4  The term "Central Clock Time" and "CCT" shall mean Central Daylight
          Time when daylight savings time is in effect and Central Standard
          Time when daylight savings time is not in effect.
   
     1.5  The term "Confirmation" shall mean a communication that reflects the
          quantity of gas to be received or delivered on behalf of each Shipper
          at a receipt or delivery point.
   
     1.6  The term "cubic foot" shall mean the volume of gas that occupies one
          cubic foot when such gas is at a temperature of 60 degrees
          Fahrenheit, and at a pressure of 0.33 pounds per square inch above an
          assumed atmospheric pressure of 14.4 pounds per square inch (14.73
          pounds per square inch absolute (psia)) and dry.  For gas volumes
          reported in cubic meters, the standard conditions are 101.325 kPa, 15
          degrees C, and dry.
   
     1.7  The term "Daily Limit" shall mean the quantity specified in an
          Operational Flow Order at a receipt or delivery point.
   
     1.7a Daily Allocation:  the term used to describe the process where the
          allocating party performs the allocation process following each gas
          day.  NAESB Definition  2.2.5.


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Original Sheet No. 18 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
   
  1. DEFINITION OF TERMS
   
  The following terms when used in this Tariff and in any service agreement shall
  be construed to have the following meanings:
   
     1.1  The term "Bidder" shall mean any person that submits a bid for
          released transportation capacity pursuant to the terms of Section 11
          of Transporter's General Terms and Conditions.
   
     1.2  The term "British thermal unit" or "Btu" shall mean the amount of
          heat required to raise the temperature of one pound of water one
          degree Fahrenheit at a standard pressure of 14.73 dry psia at 60
          degrees Fahrenheit (101.325 kPa and 15 degrees C, and dry).  (The
          reporting basis for gigacalorie is 1.035646 Kg/cm and 15.6 degrees C
          and dry.)
   
     1.3  The term "Business Day" shall mean Monday through Friday, excluding
          Federal Banking Holidays for transactions in the U.S., and similar
          holidays for transactions occurring in Canada and Mexico.
   
     1.4  The term "Central Clock Time" and "CCT" shall mean Central Daylight
          Time when daylight savings time is in effect and Central Standard
          Time when daylight savings time is not in effect.
   
     1.5  The term "Confirmation" shall mean a communication that reflects the
          quantity of gas to be received or delivered on behalf of each Shipper
          at a receipt or delivery point.
   
     1.6  The term "cubic foot" shall mean the volume of gas that occupies one
          cubic foot when such gas is at a temperature of 60 degrees
          Fahrenheit, and at a pressure of 0.33 pounds per square inch above an
          assumed atmospheric pressure of 14.4 pounds per square inch (14.73
          pounds per square inch absolute (psia)) and dry.  For gas volumes
          reported in cubic meters, the standard conditions are 101.325 kPa, 15
          degrees C, and dry.
   
     1.7  The term "Daily Limit" shall mean the quantity specified in an
          Operational Flow Order at a receipt or delivery point.


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Third Revised Sheet No. 19 : Effective

Superseding: Second Revised Sheet No. 19

                    GENERAL TERMS AND CONDITIONS
   
     1.8  The term "day" and "Gas Day" shall mean a period of 24 consecutive
          hours, beginning and ending at 9:00 A.M. Central Clock Time.
   
     1.9  The term "dekatherm" or "dth" shall mean the quantity of heat energy
          that is 1,000,000 Btu's.  The standard quantity for nominations,
          confirmation and scheduling is dekatherms per Gas Day in the United
          States.
   
     1.10 The term "Delivering Pipeline" shall mean East Tennessee Natural Gas
          Company or any other pipeline that interconnects with and delivers
          into Transporter.
   
     1.11 The term "Elapsed Prorata Capacity" shall mean the portion of the
          released capacity that would have theoretically been available for
          use prior to the effective time of the intraday recall based upon a
          cumulative uniform hourly use of the capacity.
   
     1.12 The term "load factor" for any given period of time shall mean the
          percentage obtained by dividing the amount of the average dth
          delivery of gas during said period by the Transportation Quantity
          during said period.
   
     1.13 The term "Maximum Daily Quantity," or "MDQ" where used herein or in a
          gas service agreement shall mean the maximum daily quantity of
          natural gas that Transporter shall be obligated to deliver under a
          firm transportation agreement at a particular delivery point each
          billing day or the maximum daily quantity of gas that Transporter
          shall be obligated to receive at a particular receipt point each
          billing day.
   
     1.14 The term "Maximum Interruptible Quantity" or "MIQ" shall mean the
          maximum daily quantity that a shipper may nominate under its IT
          Agreement.
   
     1.15 The term "Mcf" shall mean 1,000 cubic feet of gas.
   
     1.16 The term "month" shall mean the period beginning at 9:00 A.M. CCT on
          the first day of the calendar month and ending at 9:00 A.M. CCT on
          the first day of the next succeeding calendar month.
   
     1.16a Monthly Allocation:  term used to describe the process where the
           allocating party performs the allocation process at the end of the
           monthly flow period.  NAESB Definition 2.2.4.
   
     1.17 The term "netting" shall mean the process of resolving imbalances for
          a service requester within an Operational Impact Area.  There are two
          types of netting:  (1) summing is the accumulation of all imbalances
          above any applicable tolerances for a service requester or agent;
          (2) offsetting is the combination of positive or negative imbalances
          above any applicable tolerances for a service requester or agent.


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Second Revised Sheet No. 19 : Superseded

Superseding: First Revised Sheet No. 19

                    GENERAL TERMS AND CONDITIONS
   
     1.8  The term "day" and "Gas Day" shall mean a period of 24 consecutive
          hours, beginning and ending at 9:00 A.M. Central Clock Time.
   
     1.9  The term "dekatherm" or "dth" shall mean the quantity of heat energy
          that is 1,000,000 Btu's.  The standard quantity for nominations,
          confirmation and scheduling is dekatherms per Gas Day in the United
          States.
   
     1.10 The term "Delivering Pipeline" shall mean East Tennessee Natural Gas
          Company or any other pipeline that interconnects with and delivers
          into Transporter.
   
     1.11 The term "Elapsed Prorata Capacity" shall mean the portion of the
          released capacity that would have theoretically been available for use
          prior to the effective time of the intraday recall based upon a
          cumulative uniform hourly use of the capacity.
   
     1.12 The term "load factor" for any given period of time shall mean the
          percentage obtained by dividing the amount of the average dth
          delivery of gas during said period by the Transportation Quantity
          during said period.
   
     1.13 The term "Maximum Daily Quantity," or "MDQ" where used herein or in a
          gas service agreement shall mean the maximum daily quantity of
          natural gas that Transporter shall be obligated to deliver under a
          firm transportation agreement at a particular delivery point each
          billing day or the maximum daily quantity of gas that Transporter
          shall be obligated to receive at a particular receipt point each
          billing day.
   
     1.14 The term "Maximum Interruptible Quantity" or "MIQ" shall mean the
          maximum daily quantity that a shipper may nominate under its IT
          Agreement.
   
     1.15 The term "Mcf" shall mean 1,000 cubic feet of gas.
   
     1.16 The term "month" shall mean the period beginning at 9:00 A.M. CCT on
          the first day of the calendar month and ending at 9:00 A.M. CCT on
          the first day of the next succeeding calendar month.
   
     1.17 The term "netting" shall mean the process of resolving imbalances for
          a service requester within an Operational Impact Area.  There are two
          types of netting:  (1) summing is the accumulation of all imbalances
          above any applicable tolerances for a service requester or agent;
          (2) offsetting is the combination of positive or negative imbalances
          above any applicable tolerances for a service requester or agent.


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First Revised Sheet No. 19 : Superseded

Superseding: Original Sheet No. 19

                    GENERAL TERMS AND CONDITIONS
   
     1.8  The term "day" and "Gas Day" shall mean a period of 24 consecutive
          hours, beginning and ending at 9:00 A.M. Central Clock Time.
   
     1.9  The term "dekatherm" or "dth" shall mean the quantity of heat energy
          that is 1,000,000 Btu's.  The standard quantity for nominations,
          confirmation and scheduling is dekatherms per Gas Day in the United
          States.
   
     1.10 The term "Delivering Pipeline" shall mean East Tennessee Natural Gas
          Company or any other pipeline that interconnects with and delivers
          into Transporter.
   
     1.11 The term "load factor" for any given period of time shall mean the
          percentage obtained by dividing the amount of the average dth
          delivery of gas during said period by the Transportation Quantity
          during said period.
   
     1.12 The term "Maximum Daily Quantity," or "MDQ" where used herein or in a
          gas service agreement shall mean the maximum daily quantity of
          natural gas that Transporter shall be obligated to deliver under a
          firm transportation agreement at a particular delivery point each
          billing day or the maximum daily quantity of gas that Transporter
          shall be obligated to receive at a particular receipt point each
          billing day.
   
     1.13 The term "Maximum Interruptible Quantity" or "MIQ" shall mean the
          maximum daily quantity that a shipper may nominate under its IT
          Agreement.
   
     1.14 The term "Mcf" shall mean 1,000 cubic feet of gas.
   
     1.15 The term "month" shall mean the period beginning at 9:00 A.M. CCT on
          the first day of the calendar month and ending at 9:00 A.M. CCT on
          the first day of the next succeeding calendar month.
   
     1.16 The term "netting" shall mean the process of resolving imbalances for
          a service requester within an Operational Impact Area.  There are two
          types of netting:  (1) summing is the accumulation of all imbalances
          above any applicable tolerances for a service requester or agent;
          (2) offsetting is the combination of positive or negative imbalances
          above any applicable tolerances for a service requester or agent.


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Original Sheet No. 19 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
     1.8  The term "day" and "Gas Day" shall mean a period of 24 consecutive
          hours, beginning and ending at 9:00 A.M. Central Clock Time.
   
     1.9  The term "dekatherm" or "dth" shall mean the quantity of heat energy
          that is 1,000,000 Btu's.  The standard quantity for nominations,
          confirmation and scheduling is dekatherms per Gas Day in the United
          States.
   
     1.10 The term "Delivering Pipeline" shall mean East Tennessee Natural Gas
          Company or any other pipeline that interconnects with and delivers
          into Transporter.
   
     1.11 The term "load factor" for any given period of time shall mean the
          percentage obtained by dividing the amount of the average dth
          delivery of gas during said period by the Transportation Quantity
          during said period.
   
     1.12 The term "Maximum Daily Quantity," or "MDQ" where used herein or in a
          gas service agreement shall mean the maximum daily quantity of
          natural gas that Transporter shall be obligated to deliver under a
          firm transportation agreement at a particular delivery point each
          billing day or the maximum daily quantity of gas that Transporter
          shall be obligated to receive at a particular receipt point each
          billing day.
   
     1.13 The term "Maximum Interruptible Quantity" or "MIQ" shall mean the
          maximum daily quantity that a shipper may nominate under its IT
          Agreement.
   
     1.14 The term "Mcf" shall mean 1,000 cubic feet of gas.
   
     1.15 The term "month" shall mean the period beginning at 9:00 A.M. CCT on
          the first day of the calendar month and ending at 9:00 A.M. CCT on
          the first day of the next succeeding calendar month.


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Second Revised Sheet No. 20 : Effective

Superseding: First Revised Sheet No. 20

                    GENERAL TERMS AND CONDITIONS
   
     1.18 The term "Operational Flow Order(s)" or "OFO" shall mean an order
          issued to alleviate conditions, inter alia, which threaten or could
          threaten the safe operations or system integrity, of the
          Transporter's system or to maintain operations required to provide
          efficient and reliable firm service. any actions required of any
          Shipper or Shippers, in Transporter's opinion and in accordance with
          Section 8 of Transporter's General Terms and Conditions, in order to
          ensure deliveries of gas to all firm Shippers in accordance with
          their Scheduled Quantities or as required to maintain system
          integrity or when the Delivering Pipeline calls an OFO.  Whenever the
          Transporter experiences these conditions, any pertinent order should
          be referred to as an Operational Flow Order.
   
     1.19 The term "Operational Impact Area" shall mean Transporter's
          designation of the largest possible area(s) on its system in which
          imbalances have a similar operational effect.
   
     1.20 The term "Receiving Pipeline" shall mean the pipeline or other entity
          that is interconnected with Transporter and physically receives gas
          delivered by Transporter either for its own account or that of
          others.
   
     1.21 The term "Release Quantity" shall mean the maximum quantity that a
          Shipper releases under Section 11 of Transporter's General Terms and
          Conditions, whether for temporary or permanent assignment.  The
          Release Quantity shall be stated in dth per day.
   
     1.22 The term "Releasing Shipper" shall mean any shipper that releases
          capacity pursuant to the provisions of Section 11 of Transporter's
          General Terms and Conditions.
   
     1.23 The term "Replacement Shipper" shall mean any shipper that purchases
          temporarily or permanently released capacity pursuant to Section 11
          of Transporter's General Terms and Conditions.
   
     1.24 The term "Scheduled Quantity" shall mean the quantity of natural gas
          that Shipper nominates for receipt at a receipt point or the quantity
          that Transporter redelivers to Shipper at a delivery point, and that
          Transporter schedules for receipt and/or delivery.
   
     1.25 The term "Shipper" shall mean any party receiving service pursuant to
          any of Transporter's Rate Schedules or agreements.
   
     1.26 The term "Shipper's Facilities" shall mean all Shipper's pipes,
          pipelines, and equipment used for physically handling, transporting,
          and distributing natural gas to be transported by Transporter.


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First Revised Sheet No. 20 : Superseded

Superseding: Original Sheet No. 20

                    GENERAL TERMS AND CONDITIONS
   
     1.17 The term "Operational Flow Order(s)" or "OFO" shall mean an order
          issued to alleviate conditions, inter alia, which threaten or could
          threaten the safe operations or system integrity, of the
          Transporter's system or to maintain operations required to provide
          efficient and reliable firm service. any actions required of any
          Shipper or Shippers, in Transporter's opinion and in accordance with
          Section 8 of Transporter's General Terms and Conditions, in order to
          ensure deliveries of gas to all firm Shippers in accordance with
          their Scheduled Quantities or as required to maintain system
          integrity or when the Delivering Pipeline calls an OFO.  Whenever the
          Transporter experiences these conditions, any pertinent order should
          be referred to as an Operational Flow Order.
   
     1.18 The term "Operational Impact Area" shall mean Transporter's
          designation of the largest possible area(s) on its system in which
          imbalances have a similar operational effect.
   
     1.19 The term "Receiving Pipeline" shall mean the pipeline or other entity
          that is interconnected with Transporter and physically receives gas
          delivered by Transporter either for its own account or that of
          others.
   
     1.20 The term "Release Quantity" shall mean the maximum quantity that a
          Shipper releases under Section 11 of Transporter's General Terms and
          Conditions, whether for temporary or permanent assignment.  The
          Release Quantity shall be stated in dth per day.
   
     1.21 The term "Releasing Shipper" shall mean any shipper that releases
          capacity pursuant to the provisions of Section 11 of Transporter's
          General Terms and Conditions.
   
     1.22 The term "Replacement Shipper" shall mean any shipper that purchases
          temporarily or permanently released capacity pursuant to Section 11
          of Transporter's General Terms and Conditions.
   
     1.23 The term "Scheduled Quantity" shall mean the quantity of natural gas
          that Shipper nominates for receipt at a receipt point or the quantity
          that Transporter redelivers to Shipper at a delivery point, and that
          Transporter schedules for receipt and/or delivery.
   
     1.24 The term "Shipper" shall mean any party receiving service pursuant to
          any of Transporter's Rate Schedules or agreements.
   
     1.25 The term "Shipper's Facilities" shall mean all Shipper's pipes,
          pipelines, and equipment used for physically handling, transporting,
          and distributing natural gas to be transported by Transporter.


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Original Sheet No. 20 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
     1.16 The term "Operational Flow Order(s)" or "OFO" shall mean an order
          issued to alleviate conditions, inter alia, which threaten or could
          threaten the safe operations or system integrity, of the
          Transporter's system or to maintain operations required to provide
          efficient and reliable firm service. any actions required of any
          Shipper or Shippers, in Transporter's opinion and in accordance with
          Section 8 of Transporter's General Terms and Conditions, in order to
          ensure deliveries of gas to all firm Shippers in accordance with
          their Scheduled Quantities or as required to maintain system
          integrity or when the Delivering Pipeline calls an OFO.  Whenever the
          Transporter experiences these conditions, any pertinent order should
          be referred to as an Operational Flow Order.
   
     1.17 The term "Receiving Pipeline" shall mean the pipeline or other entity
          that is interconnected with Transporter and physically receives gas
          delivered by Transporter either for its own account or that of
          others.
   
     1.18 The term "Release Quantity" shall mean the maximum quantity that a
          Shipper releases under Section 11 of Transporter's General Terms and
          Conditions, whether for temporary or permanent assignment.  The
          Release Quantity shall be stated in dth per day.
   
     1.19 The term "Releasing Shipper" shall mean any shipper that releases
          capacity pursuant to the provisions of Section 11 of Transporter's
          General Terms and Conditions.
   
     1.20 The term "Replacement Shipper" shall mean any shipper that purchases
          temporarily or permanently released capacity pursuant to Section 11
          of Transporter's General Terms and Conditions.
   
     1.21 The term "Scheduled Quantity" shall mean the quantity of natural gas
          that Shipper nominates for receipt at a receipt point or the quantity
          that Transporter redelivers to Shipper at a delivery point, and that
          Transporter schedules for receipt and/or delivery.
   
     1.22 The term "Shipper" shall mean any party receiving service pursuant to
          any of Transporter's Rate Schedules or agreements.
   
     1.23 The term "Shipper's Facilities" shall mean all Shipper's pipes,
          pipelines, and equipment used for physically handling, transporting,
          and distributing natural gas to be transported by Transporter.


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Second Revised Sheet No. 21 : Effective

Superseding: First Revised Sheet No. 21

                    GENERAL TERMS AND CONDITIONS
   
     1.27 The term "title," if not otherwise addressed in the Transporter's
          contract or tariff, is the term used to identify the ownership of gas.
   
     1.28 The term "total heating value", when applied to a cubic foot of gas,
          shall mean the number of Btu's produced by the complete combustion
          with air at constant pressure of one anhydrous (dry) cubic foot of
          gas under a pressure of 14.73 psia and a temperature of 60 degrees
          Fahrenheit and when the products of combustion are cooled to the
          initial temperature of the gas and air and the water formed by
          combustion is condensed to the liquid state.
   
     1.29 The term "Transportation Quantity" shall mean the volume of natural
          gas specified in Shipper's firm transportation agreement that
          Transporter obligates itself to be ready to schedule, receive and
          deliver (adjusted for Retainage, if any) each day on behalf of
          Shipper.  Unless otherwise agreed, the Transportation Quantity shall
          equal the MDQ.
   
     1.30 The term "Transporter" shall mean USG Pipeline Company.
   
     1.31 The term "year" shall mean a period of 365 consecutive days beginning
          on the date natural gas is first delivered or is to be delivered
          under the gas transportation or other service contract, whichever is
          earlier, or on any anniversary thereof;  provided, however, that any
          such year that contains a date of February 29 shall consist of 366
          consecutive days.


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First Revised Sheet No. 21 : Superseded

Superseding: Original Sheet No. 21

                    GENERAL TERMS AND CONDITIONS
   
     1.26 The term "title," if not otherwise addressed in the Transporter's
          contract or tariff, is the term used to identify the ownership of
          gas.
   
     1.27 The term "total heating value", when applied to a cubic foot of gas,
          shall mean the number of Btu's produced by the complete combustion
          with air at constant pressure of one anhydrous (dry) cubic foot of
          gas under a pressure of 14.73 psia and a temperature of 60 degrees
          Fahrenheit and when the products of combustion are cooled to the
          initial temperature of the gas and air and the water formed by
          combustion is condensed to the liquid state.
   
     1.28 The term "Transportation Quantity" shall mean the volume of natural
          gas specified in Shipper's firm transportation agreement that
          Transporter obligates itself to be ready to schedule, receive and
          deliver (adjusted for Retainage, if any) each day on behalf of
          Shipper.  Unless otherwise agreed, the Transportation Quantity shall
          equal the MDQ.
   
     1.29 The term "Transporter" shall mean USG Pipeline Company.
   
     1.30 The term "year" shall mean a period of 365 consecutive days
          beginning on the date natural gas is first delivered or is to be
          delivered under the gas transportation or other service contract,
          whichever is earlier, or on any anniversary thereof;  provided,
          however, that any such year that contains a date of February 29
          shall consist of 366 consecutive days.


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Original Sheet No. 21 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
     1.24 The term "total heating value", when applied to a cubic foot of gas,
          shall mean the number of Btu's produced by the complete combustion
          with air at constant pressure of one anhydrous (dry) cubic foot of
          gas under a pressure of 14.73 psia and a temperature of 60 degrees
          Fahrenheit and when the products of combustion are cooled to the
          initial temperature of the gas and air and the water formed by
          combustion is condensed to the liquid state.
   
     1.25 The term "Transportation Quantity" shall mean the volume of natural
          gas specified in Shipper's firm transportation agreement that
          Transporter obligates itself to be ready to schedule, receive and
          deliver (adjusted for Retainage, if any) each day on behalf of
          Shipper.  Unless otherwise agreed, the Transportation Quantity shall
          equal the MDQ.
   
     1.26 The term "Transporter" shall mean USG Pipeline Company.
   
     1.27 The term "year" shall mean a period of 365 consecutive days beginning
          on the date natural gas is first delivered or is to be delivered
          under the gas transportation or other service contract, whichever is
          earlier, or on any anniversary thereof;  provided, however, that any
          such year that contains a date of February 29 shall consist of 366
          consecutive days.


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Original Sheet No. 22 : Effective

                    GENERAL TERMS AND CONDITIONS
   
  2. QUALITY
   
  Shipper is obligated to deliver to Transporter gas meeting the quality
  specifications in the Delivering Pipeline's tariff.
   
  3. MEASUREMENT
   
     3.1  Unit of Measurement:  The transportation unit of gas received and
          delivered by Transporter shall be a dekatherm, unless otherwise
          indicated in this tariff.
   
     3.2  Determination of Volume and Total Heating Value:  The volume and the
          total heating value of gas received and delivered by Transporter
          shall be determined as follows, provided that Transporter shall have
          the right, at any time, to rely on the Delivering Pipeline's
          measurements and statements for quantities and heating values of gas
          received by Transporter.
   
          (a)  The unit of volume, for the purpose of measurement, shall be
               one (1) cubic foot of gas at a temperature of sixty degrees
               (60o) Fahrenheit, and at a pressure of thirty-three hundredths
               (.33) pounds per square inch above an assumed atmospheric
               pressure of fourteen and four tenths (14.4) pounds per square
               inch (fourteen and seventy-three hundredths (14.73) pounds per
               square inch absolute pressure) and dry.  For gas volumes
               reported in cubic meters, the standard conditions are 101.325
               kPa, 15 degrees C, and dry.
   
          (b)  The total heating value of the gas per cubic foot shall be as
               determined by the Delivering Pipeline.


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Original Sheet No. 23 : Effective

                    GENERAL TERMS AND CONDITIONS
   
          (c)  Dekatherms delivered shall be determined by multiplying the Mcf
               delivered by the ratio of the total heating value of the gas
               delivered to 1,000.  For purposes of this determination the
               specific gravity and heating value shall be determined at
               approximately the same time.
   
          (d)  The temperature of the gas passing through the meters shall be
               determined by a temperature transducer, other electronic
               temperature recording device, a recording thermometer, or any
               other method mutually agreed upon, so installed that it may
               properly record the temperature of the gas flowing through the
               meters.
   
          (e)  The specific gravity of the gas delivered by Transporter shall
               be as determined by the Delivering Pipeline.
   
          (f)  The deviation of the natural gas from Boyle's Law shall be
               determined by American Gas Association Par Research Project
               NX-19 or any superseding applicable publications by the
               American Gas Association.
   
          (g)  The closing of measurement shall be the later of the fifth
               (5th) Business Day after the close of the month or the third
               Business Day after receiving a statement from the Delivering
               Pipeline stating the quantities delivered to Transporter.


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Original Sheet No. 24 : Effective

                    GENERAL TERMS AND CONDITIONS
   
  4. MEASUREMENT EQUIPMENT
   
     4.1  Measuring Station:  With respect to gas received or delivered under a
          Transportation Agreement, unless otherwise mutually agreed upon, all
          necessary measuring facilities shall be installed, owned, maintained
          and operated by Transporter or Transporter's designee near the
          Receipt Point(s) and Delivery Point(s).
   
          (a)  Orifice Meters:  Orifice meters, if used, shall be installed,
               and gas quantities computed, in accord with American National
               Standard Bulletin ANSI/API 2530, AGA Report No. 3, Orifice
               Metering of Natural Gas, dated May 16, 1985, and any
               modification and amendments thereof, and shall include the use
               of flange connections and straightening vanes.
   
          (b)  Diaphragm, Rotary or Turbine Meters:  Diaphragm or Rotary
               meters, if used, shall be installed and gas quantities
               computed, in accordance with generally   accepted industry
               practices.  Turbine meters shall be installed in accordance
               with AGA Report No. 7 (latest edition) with quantities computed
               in accordance with generally accepted Industry practices.
   
          (c)  Electronic Flow Computers:  The use of electronic or other
               types of flow computers is required, unless otherwise mutually
               agreeable, and such shall be installed, and quantities
               calculated, in accord with generally accepted industry
               practices.
   
          (d)  New Measurement Techniques:  If, at any time, a new method or
               technique is developed with respect to gas measurement or the
               determination of the factors used in such gas measurement, such
               new method or technique may be substituted upon mutual
               agreement thereto by the parties.


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Original Sheet No. 25 : Effective

                    GENERAL TERMS AND CONDITIONS
   
     4.2  Right to be present:  Transporter and Shipper shall have the right to
          have representatives present at the time of any installing, reading,
          cleaning, changing, repairing, inspecting, testing, calibrating or
          adjusting done in connection with the other's measuring equipment
          used in measuring or checking the measurement of deliveries of gas
          under the transportation contract.  The records from such measuring
          equipment shall remain the property of their owner, but, upon
          request, each will submit to the other its records and charts,
          together with calculations therefrom, for inspection and
          verification, subject to return within ten days after receipt
          thereof.
   
     4.3  Care required:  All installations of measuring equipment applying to
          or affecting deliveries of gas shall be made in such manner as to
          permit an accurate determination of the quantity of gas delivered and
          ready verification of the accuracy of measurement.  Care shall be
          exercised by both parties in the installation, maintenance and
          operation of pressure-regulating equipment so as to prevent any
          inaccuracy in the determination of the quantity of gas delivered
          under the transportation contract.


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Original Sheet No. 26 : Effective

                    GENERAL TERMS AND CONDITIONS
   
     4.4  Calibration and test of meters:  The accuracy of Transporter's or
          Shipper's measuring equipment shall be verified at reasonable
          intervals and, if requested, in the presence of representatives of
          the other party, but neither party shall be required to verify the
          accuracy of such equipment more frequently than once in any
          thirty-day period.  In the event either party shall notify the other
          that it desires a special test of any measuring equipment, the
          parties shall cooperate to secure a prompt verification of the
          accuracy of such equipment.  The expense of any such special test, if
          called for, shall be borne by the requesting party if the measuring
          equipment tested is found to be in error not more than two percent
          (2%).
   
          If, upon test, any measuring equipment is found to be in error by not
          more than two percent (2%), previous recordings of such equipment
          shall be considered accurate in computing deliveries of gas, but such
          equipment shall be adjusted at once to record accurately.
   
          If, upon test, any measuring equipment shall be found to be
          inaccurate by an  amount exceeding two percent (2%), at a recording
          corresponding to the average hourly rate of flow for the period since
          the last preceding test, then any previous recordings of such
          equipment shall be corrected to zero error for any period that is
          known definitely, but in case the period is not known or agreed upon,
          such correction shall be for a period extending over one-half of the
          time elapsed since the date of last test, not exceeding a correction
          period of sixteen days.
   
          If Transporter elects to rely on the Delivering Pipeline's
          measurements of quantities or heat values for gas transported in
          Transporter's system, then Transporter or Shipper may request
          verification of measuring equipment by the Delivering Pipeline.
          Shipper shall coordinate with Transporter any requests made by
          Shipper to the Delivering Pipeline and Transporter shall have a right
          to be notified of and attend any tests made by the Delivering
          Pipeline of equipment that measures deliveries to Transporter.


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Original Sheet No. 27 : Effective

                    GENERAL TERMS AND CONDITIONS
   
     4.5  Correction of metering errors - failure of meters:  In the event a
          meter is out of service or registering inaccurately, the volume of
          gas delivered shall be determined:
   
          (a)  by using the registration of any check meter or meters, if
               installed and accurately registering; or, in the absence of
               (a);
   
          (b)  by correcting the error if the percentage of error is
               ascertainable by calibration, tests, or mathematical
               calculation; or, in the absence of both (a) and (b), then;
   
          (c)  by estimating the quantity of delivery by deliveries during
               periods under similar conditions when the meter was registering
               accurately.
   
     4.6  Correction of metering errors - adjustments:  A measurement data
          correction shall become a prior period adjustment (PPA) after the
          fifth (5th) business day following the delivery month.  Measurement
          data corrections shall be processed within six (6) months from the
          delivery month, unless (i) Transporter and Shipper mutually agree
          otherwise or (ii) the correction is the result of a deliberate
          omission or misrepresentation by a Party or a mutual mistake of fact.
          In all instances where a correction is made, Shipper or Transporter,
          as applicable, has 90 days to dispute the correction.  In the case of
          corrections made under (i) or (ii) above, the period for resolving
          corrections will be tolled until the correction is settled.
   
     4.7  Preservation of metering records:  Transporter and Shipper shall each
          preserve for a period of at least one year all test data, charts and
          other similar records.


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Original Sheet No. 28 : Effective

                    GENERAL TERMS AND CONDITIONS
   
  5. QUALIFICATION FOR SERVICE
   
     5.1  All Shippers requesting firm transportation service or interruptible
          transportation service must provide the information required by this
          Section 5 and on Transporter's Service Request Form, in order to
          qualify for service.  No request for service will be processed or
          entered on Transporter's log until a completed Request Form has been
          provided.  A request for service shall be made no earlier than 90
          days prior to the proposed commencement date of service and shall not
          be accepted unless capacity necessary to render the service is
          available; provided, however, if additional facilities on
          Transporter's system are required, the request may be made at an
          earlier date.
   
          Any modification, in whole or in part, of an existing service shall
          be requested by Shipper's submission of a new Service Request Form
          with a notation on the form that the service requested is a
          modification of an existing service.  Transporter shall maintain a
          log of all firm transportation requests.  Any Shipper may request a
          modification of all or part of any existing service by submitting a
          service Request Form, provided that such modification shall not be
          treated as a request for new service if the modification involves the
          same point(s) of receipt and delivery, the same degree of firmness,
          and no reduction in the rate to be paid by Shipper.


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Original Sheet No. 29 : Effective

                    GENERAL TERMS AND CONDITIONS
   
     5.2  Any request shall include the information listed below.  Shipper
          shall provide any additional information required by Transporter to
          process the request; provided, that the request for additional
          information shall not affect the priority of Shipper's request.
   
          (a)  Gas Quantities:  Shipper shall provide the appropriate quantity
               information applicable to the type of service requested as
               follows:
   
               (i)  for firm transportation, Shipper shall provide the
                    Transportation Quantity or Quantities stated in
                    dekatherms and the estimated total quantities to be
                    received and transported over the delivery period;
   
               (ii) for interruptible transportation, Shipper shall provide
                    the Maximum Interruptible Quantity and the estimated
                    total quantities to be received and transported over the
                    delivery period.
   
          (b)  Receipt/Delivery Point:  For firm transportation requests,
               Shipper shall provide:
   
               (i)  the designated Primary Receipt Point(s) and Primary
                    Delivery Point(s); and
   
               (ii) the Maximum Daily Quantity at each point; and
   
               (iii) the name of the party delivering the gas to Transporter;
                    and
   
               (iv) the name of the party to receive the gas from
                    Transporter.
   
          (c)  Term:  The proposed commencement and termination dates of
               service.
   
          (d)  Shipper Certification:  For transportation requests, Shipper
               shall provide a statement by the Shipper certifying that all
               necessary upstream and downstream arrangements will be in place
               on the date the service is to commence and that the Shipper
               will have title or the right to acquire title to the gas to be
               delivered to Transporter.


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Original Sheet No. 30 : Effective

                    GENERAL TERMS AND CONDITIONS
   
          (e)  Facilities:  For any request, identification and location of
               any facilities to be constructed or installed by any party
               affected by the proposed service.
   
          (f)  Credit Evaluation: For any request, all credit information
               required in Section 6 of the General Terms & Conditions of
               Transporter's Tariff.
   
     5.3  Prepayment:  Shippers requesting service shall submit, with their
          request for service, a check or wire transfer in an amount equal to
          the lesser of $10,000 or the total estimated charges applicable to
          the proposed service for a three month period.  This amount shall be
          credited to Shipper's bill for the first month of the requested
          service.  If the requested service is not available, Transporter
          shall refund the entire amount of the prepayment within less any
          applicable charges under Section 23.2, within thirty days of
          notification by Transporter that service can not be provided.  All
          prepayments made to Transporter are to be sent by electronic transfer
          to Transporter at an address to be furnished by Transporter.
   
     5.4  If Transporter denies a request, the denial shall indicate the reason
          therefore and the request shall be of a continuing nature for a
          period of ninety (90) days but shall thereafter be deemed a nullity
          for all present and future purposes.
   
     5.5  Shipper and Transporter shall execute a service agreement, in the
          form set forth in Transporter's Tariff, for the service requested
          following Transporter's acceptance in writing of Shipper's request
          for service and prior to commencement of service.  In the event the
          service agreement is not executed and returned by Shipper within
          thirty (30) days after Transporter tendered the Agreement to Shipper,
          Transporter shall consider the request for service invalid.


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Original Sheet No. 31 : Effective

                    GENERAL TERMS AND CONDITIONS
   
  6. CREDIT REQUIREMENTS
   
     6.1  Unless previously provided to Transporter in the prior three months,
          a Shipper seeking service from Transporter under Rate Schedule FT or
          IT must provide:
   
          (a)  a copy of Shipper's most recent audited financial statement or
               a financial statement certified by the Chief Financial Officer
               of the Shipper (which certificate shall state that such
               financial statements fairly represent the financial condition
               and the results of the operations of the Shipper for the period
               indicated therein) prepared in accordance with generally
               accepted accounting principles;
   
          (b)  a copy of Shipper's most recent twelve months audited financial
               statement or Annual Report and, if applicable, 10-K form;
   
          (c)  a list of Shipper's affiliates, including parent and
               subsidiaries, if applicable.
   
     6.2  In the event Shipper cannot provide the information in Section 6.1
          above, Shipper shall, if applicable, provide that information for its
          parent company.  Transporter shall not be required to perform or to
          continue service under any Rate Schedule on behalf of any Shipper who
          is or has become insolvent or who, at Transporter's request, fails
          within a reasonable period to demonstrate credit worthiness,
          provided, however, such Shipper may receive service under any Rate
          Schedule if Shipper prepays for such service or furnishes good and
          sufficient security, as determined by Transporter in its reasonable
          discretion, in an amount equal to the cost of performing the service
          requested by Shipper for a three month period or the duration of the
          agreement, whichever is shorter.  For purposes herein, the insolvency
          of a Shipper shall be conclusively demonstrated by the filing by
          Shipper or any parent entity thereof (hereinafter collectively
          referred to as "the Shipper") of a voluntary petition in bankruptcy
          or the entry of a decree or order by a court having jurisdiction in
          the premises adjudging the Shipper bankrupt or insolvent, or
          approving, as properly filed, a petition seeking reorganization,
          arrangement, adjustment or composition of or in respect of the
          Shipper under the Federal Bankruptcy Act or any other applicable
          federal or state law, or appointing a receiver, liquidator, assignee,
          trustee, sequestrator (or other similar official) of the Shipper or
          of any substantial part of its property, or the ordering of the
          winding-up or liquidation of its affairs.


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First Revised Sheet No. 32 : Effective

Superseding: Original Sheet No. 32

   
                   GENERAL TERMS AND CONDITIONS
   
7. TERMINATION OF AGREEMENTS
   
     7.1  Termination of Long Term Firm Service Agreements.  Any
          Shipper with a Long Term (twelve or more consecutive
          months) FT Service Agreement at the maximum applicable
          tariff rate shall be eligible to exercise a right of
          first refusal to continue to receive service pursuant to
          the procedure outlined in this Section.  If such an
          eligible Shipper, pursuant to the terms of a Long Term FT
          Service Agreement, elects to terminate its agreement or
          exercise its right of first refusal thereunder, the firm
          capacity under such agreement shall be made available in
          accord with the following:
   
          (a)  If Shipper elects to terminate its service agreement
               without invoking the right of first refusal, the
               availability of the capacity will be posted on
               Transporter's Internet website and will be awarded
               on a first come/first served basis among requesting
               Shippers.
   
          (b)  If Shipper desires to invoke its right of first
               refusal, it must notify Transporter in writing at
               least 180 days prior to the expiration of such
               service agreement, or it will waive such rights.  If
               such notice is received by Transporter, the
               following procedures will apply:
   
               (1)  Transporter shall post the capacity for bidding
                    on its Internet website at least 60 days prior
                    to the termination of the service agreement.
                    The capacity will remain posted on
                    Transporter's Internet website for a minimum of
                    10 days with such posting containing the
                    following information with respect to the
                    capacity:
   
                    (i)  daily and other applicable quantity
                         limitations of capacity available;
   
                    (ii) primary receipt and delivery points;
   
                    (iii)maximum reservation charge as set
                         forth in the Summary of Rates and Charges
                         in Transporter's Tariff;
   
                    (iv) any applicable restrictions; and
   
                    (v)  the last day of the Bidding Period.


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Original Sheet No. 32 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
  7. TERMINATION OF AGREEMENTS
   
     7.1  Termination of Long Term Firm Service Agreements.  If a Shipper,
          pursuant to the terms of a Long Term (one year or longer) FT Service
          Agreement, elects to terminate its agreement or exercise its right of
          first refusal thereunder, the firm capacity under such agreement
          shall be made available in accord with the following:
   
          (a)  If Shipper elects to terminate its service agreement without
               invoking the right of first refusal, the availability of the
               capacity will be posted on Transporter's Internet website and
               will be awarded on a first come/first served basis for all
               requesting Shippers.
   
          (b)  If Shipper desires to invoke its right of first refusal, it
               must notify Transporter in writing at least 180 days prior to
               the expiration of such service agreement, or it will waive such
               rights.  If such notice is received by Transporter, the
               following procedures will apply:
   
               (1)  Transporter shall post the capacity for bidding on its
                    Internet website  at least 60 days prior to the
                    termination of the service agreement.  The capacity will
                    remain posted on Transporter's Internet website for a
                    minimum of 10 days with such posting containing the
                    following information with respect to the capacity:
   
                    (i)  daily and other applicable quantity limitations of
                         capacity available;
   
                    (ii) primary receipt and delivery points;
   
                    (iii) maximum reservation charge as set forth in the
                          Summary of Rates and Charges in Transporter's
                          Tariff;
   
                    (iv) any applicable restrictions; and
   
                    (v)  the last day of the Bidding Period.


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First Revised Sheet No. 33 : Effective

Superseding: Original Sheet No. 33

   
                   GENERAL TERMS AND CONDITIONS
   
               (2)  Bids shall be submitted to Transporter in
                    writing.  Such bids shall be binding and signed
                    by an authorized representative of bidder.
                    Upon conclusion of the Bidding Period,
                    Transporter shall evaluate the bids in accord
                    with the present value formula set forth in
                    Section 11 for firm transportation service for
                    the evaluation of bids under Transporter's
                    capacity release mechanisms; provided that the
                    term used for purposes of the formula will be
                    the lesser of the term proposed by the Bidder
                    or five years and provided further that
                    Transporter shall have no obligation to accept
                    a bid for less than the filed maximum
                    reservation rate.
   
               (3)  Within seven (7) Business Days of the close of
                    the Bidding Period, Transporter shall notify
                    Shipper of the acceptable bid, if any, having
                    the highest present value to Transporter
                    ("Highest Bid").  Shipper shall have five (5)
                    Business Days after receiving notice to notify
                    Transporter in writing as to whether it will
                    match the Highest Bid acceptable to
                    Transporter.  Shipper's notification of its
                    election to match the Highest Bid is
                    contractually binding on Shipper.  If the
                    Shipper elects to match the Highest Bid, then
                    it must execute a new service agreement that
                    contains the terms of that Bid, within five (5)
                    Business Days after such agreement is tendered
                    by Transporter; provided, however, that shipper
                    shall not be required to pay any rate higher
                    than the maximum applicable rate.
   
               (4)  If Transporter receives no acceptable bids on
                    the capacity, then Shipper may continue to
                    receive service at the maximum rate on a month-
                    to-month basis or such other rate and/or term
                    as Transporter and Shipper mutually agree.  A
                    Shipper who continued service under such basis
                    shall retain its right of first refusal.


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Original Sheet No. 33 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
               (2)  Bids shall be submitted to Transporter in writing.  Such
                    bids shall be binding and signed by an authorized
                    representative of bidder.  Upon conclusion of the Bidding
                    Period, Transporter shall evaluate the bids in accord
                    with the present value formula set forth in Section 11
                    for firm transportation service for the evaluation of
                    bids under Transporter's capacity release mechanisms;
                    provided that the term used for purposes of the formula
                    will be the lesser of the term proposed by the Bidder or
                    five years; and provided further that any bid rate higher
                    than the maximum applicable rate shall be deemed to be a
                    bid equal to the maximum applicable rate.
   
               (3)  Within seven (7) Business Days of the close of the
                    Bidding Period, Transporter shall notify Shipper of the
                    bid having the highest present value to Transporter
                    ("Highest Bid").  Shipper shall have five (5) Business
                    Days after receiving notice to notify Transporter in
                    writing as to whether it will match the highest bid
                    acceptable to Transporter.  Shipper's notification of its
                    election to match the highest bid is contractually
                    binding on Shipper.  If the Shipper elects to match the
                    highest bid, then it must execute a new service agreement
                    that contains the terms of that Bid, within five (5)
                    Business Days after such agreement is tendered by
                    Transporter; provided, however, that shipper shall not be
                    required to pay any rate higher than the maximum
                    applicable rate.
   
               (4)  If Transporter receives no acceptable bids on the
                    capacity, then Shipper may continue to receive service at
                    the maximum rate on a month-to-month basis or such other
                    rate and/or term as Transporter and Shipper mutually
                    agree.  A Shipper who continued service under such basis
                    shall retain its right of first refusal.


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First Revised Sheet No. 34 : Effective

Superseding: Original Sheet No. 34

                    GENERAL TERMS AND CONDITIONS
   
  8. OPERATIONAL FLOW ORDERS
   
     8.1  Circumstances Warranting Issuance:  Transporter shall have the right
          to issue Operational Flow Orders (OFO) as specified in this Section
          that require actions by Shippers in order (1) to alleviate conditions
          that threaten or could threaten the safe operations or system
          integrity of Transporter's system, (2) to maintain pipeline
          operations at the pressures required to provide efficient and
          reliable firm transportation services, (3)to have adequate gas
          supplies in the system to deliver on demand, (4) to maintain service
          to all firm shippers and for all firm services, (5)to maintain the
          system in balance for the foregoing purposes, and (6) at any time
          Delivering Pipeline calls an OFO on its system.  An OFO identical in
          terms to that of the Delivering Pipeline shall be deemed to be issued
          automatically by Transporter whenever the Delivering Pipeline issues
          an OFO affecting deliveries to Transporter.
   
     8.2  Applicability of OFO:  To the extent practicable, based on
          Transporter's good faith judgment concerning the situations requiring
          remediation, an OFO will be directed (1) first to Shippers causing
          the problem necessitating the OFO or transporting gas in the area of
          the system in which there is an operational problem, and (2) second
          to those Shippers transporting gas in the area of the system where
          action is required to correct the problem necessitating the OFO.
   
     8.3  Notice:  All OFOs will be issued via telephone to be followed by a
          facsimile to the affected Shipper or, if requested by Shipper, via
          Internet e-mail to the affected Shipper's selected designee.  The OFO
          will set forth (1) the time and date of issuance, (2) the actions
          Shipper/operator is required to take, (3) the time by which Shipper
          must be in compliance with the OFO, (4) the anticipated duration of
          the OFO, and (5) any other terms that Transporter may reasonably
          require to ensure the effectiveness of the OFO.  Each Shipper must
          designate one or more persons, but not more than three persons, for
          Transporter to contact on operating matters at any time, on a 24-hour
          a day, 365-day a year basis.  Such contact persons must have adequate
          authority and expertise to deal with such operating matters.  If
          Transporter cannot contact any Shipper because that Shipper has
          failed to designate a contact person or Shipper's contact person is
          unavailable, Transporter shall not be responsible for any
           consequences
          that could have been prevented by communication.  Transporter,
           however,
          will make reasonable continuing efforts to notify the affected
           Shipper.
          Notwithstanding the foregoing, notification by the Delivering
          Pipeline of an OFO affecting Shippers that use Transporter's system
          shall automatically be deemed to be an OFO on Transporter's system
          without further notice by Transporter.


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Original Sheet No. 34 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
  8. OPERATIONAL FLOW ORDERS
   
     8.1  Circumstances Warranting Issuance:  Transporter shall have the right
          to issue Operational Flow Orders (OFO) as specified in this Section
          that require actions by Shippers in order (1) to alleviate conditions
          that threaten or could threaten the safe operations or system
          integrity of Transporter's system, (2) to maintain pipeline
          operations at the pressures required to provide efficient and
          reliable firm transportation services, (3)to have adequate gas
          supplies in the system to deliver on demand, (4) to maintain service
          to all firm shippers and for all firm services, (5)to maintain the
          system in balance for the foregoing purposes, and (6) at any time
          Delivering Pipeline calls an OFO on its system.  An OFO identical in
          terms to that of the Delivering Pipeline shall be deemed to be issued
          automatically by Transporter whenever the Delivering Pipeline issues
          an OFO affecting deliveries to Transporter.
   
     8.2  Applicability of OFO:  To the extent practicable, based on
          Transporter's good faith judgment concerning the situations requiring
          remediation, an OFO will be directed (1) first to Shippers causing
          the problem necessitating the OFO or transporting gas in the area of
          the system in which there is an operational problem, and (2) second
          to those Shippers transporting gas in the area of the system where
          action is required to correct the problem necessitating the OFO.
   
     8.3  Notice:  All OFOs will be issued via telephone to be followed by a
          facsimile to the affected Shipper.  The OFO will set forth (1) the
          time and date of issuance, (2) the actions Shipper/operator is
          required to take, (3) the time by which Shipper must be in compliance
          with the OFO, (4) the anticipated duration of the OFO, and (5) any
          other terms that Transporter may reasonably require to ensure the
          effectiveness of the OFO.  Each Shipper must designate one or more
          persons, but not more than three persons, for Transporter to contact
          on operating matters at any time, on a 24-hour a day, 365-day a year
          basis.  Such contact persons must have adequate authority and
          expertise to deal with such operating matters.  If Transporter cannot
          contact any Shipper because that Shipper has failed to designate a
          contact person or Shipper's contact person is unavailable,
          Transporter shall not be responsible for any consequences that could
          have been prevented by communication.  Transporter, however, will
          make reasonable continuing efforts to notify the affected Shipper.
          Notwithstanding the foregoing, notification by the Delivering
          Pipeline of an OFO affecting Shippers that use Transporter's system
          shall automatically be deemed to be an OFO on Transporter's system
          without further notice by Transporter.


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First Revised Sheet No. 35 : Effective

Superseding: Original Sheet No. 35

   
                              GENERAL TERMS AND CONDITIONS
   
     8.4  Shipper Compliance:  A Shipper must comply with an OFO within the
          time period set forth therein unless the Shipper is able to
          demonstrate that such compliance is prevented due to a force majeure
          event as defined in Article 15 of Transporter's General Terms and
          Conditions.  Provided that the Shipper shall make a good faith effort
          to comply with any such OFO, including seeking waivers of any
          contractual limits with third parties or modifications of operating
          conditions on third party systems.  Shipper shall notify Transporter
          immediately if it believes that it is excused from compliance with
          the OFO for any of the above stated reasons, and shall provide
          Transporter with documentation sufficient to support its basis for
          non-compliance.
   
     8.5  Penalties:  If a Shipper fails to comply with an OFO, it shall be
          subject to (1) a penalty of $10.00 per dth for any volume of gas by
          which it deviated from the requirements of the OFO and (2) an
          Unauthorized Overrun Charge of $25.00 per Dth for quantities taken
          by Shipper in excess of its MDQ.  A Shipper shall not incur any
          charges or penalties if such charges or penalties would not have
          been incurred but for Shipper's compliance with an OFO.  A Shipper
          shall not incur any penalties if the OFO was necessitated
          exclusively by Transporter's negligence or willful misconduct.


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Original Sheet No. 35 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
     8.4  Shipper Compliance:  A Shipper must comply with an OFO within the
          time period set forth therein unless the Shipper is able to
          demonstrate that such compliance is prevented due to a force majeure
          event as defined in Article 15 of Transporter's General Terms and
          Conditions.  Provided that the Shipper shall make a good faith effort
          to comply with any such OFO, including seeking waivers of any
          contractual limits with third parties or modifications of operating
          conditions on third party systems.  Shipper shall notify Transporter
          immediately if it believes that it is excused from compliance with
          the OFO for any of the above stated reasons, and shall provide
          Transporter with documentation sufficient to support its basis for
          non-compliance.
   
     8.5  Penalties:  If a Shipper fails to comply with an OFO, it shall be
          subject to (1) a penalty of $10.00 per dth for any volume of gas by
          which it deviated from the requirements of the OFO and (2)an
          Unauthorized Overrun Charge of $25.00 per Dth for quantities taken by
          Shipper in excess of either its MDQ or the quantities authorized by
          the OFO.  A Shipper shall not incur any charges or penalties if such
          charges or penalties would not have been incurred but for Shipper's
          compliance with an OFO.  A Shipper shall not incur any penalties if
          the OFO was necessitated exclusively by Transporter's negligence or
          willful misconduct.


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First Revised Sheet No. 36 : Effective

Superseding: Original Sheet No. 36

                   GENERAL TERMS AND CONDITIONS
   
     8.6  Liability of Transporter:  Transporter shall not be
          liable for any costs incurred by any Shipper in complying
          with an OFO.  Transporter shall not be responsible for
          any damages that result from any interruption in
          Shipper's service that is a result of a Shipper's failure
          to comply promptly and fully with an OFO, and the non-
          complying Shipper shall indemnify Transporter against any
          claims of responsibility.
   
     8.7  Unilateral Action:  In the event that (1) Shipper(s) does
          not respond to an OFO, or (2) the actions taken
          thereunder are insufficient to correct the system problem
          for which the OFO was issued, or (3) there is
          insufficient time to carry out the procedures with
          respect to OFOs, Transporter may periodically take
          unilateral action, including the curtailment of firm
          service, to maintain the operational integrity of
          Transporter's system (or any portion thereof).  For
          purposes of this section, the operational integrity of
          Transporter's system shall encompass the integrity of the
          physical system and the preservation of physical assets
          and their performance, the overall operating performance
          of the entire physical system as an entity (or any
          portion thereof), and the maintenance (on a reliable and
          operationally sound basis) of total system deliverability
          and the quality of gas delivered.
   
     8.8  Reporting:  Within thirty (30) days after an OFO
          terminates, Transporter shall prepare a report concerning
          the factors causing the OFO to be imposed and,
          subsequently, terminated.  The report will be supplied to
          affected shippers upon request.
   
9.   SCHEDULING OF RECEIPTS AND DELIVERIES
   
     9.1  Receipts and Deliveries:  All Receipt and Delivery Points
          must be covered by an OBA or an individual balancing
          agreement with the Transporter.


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Original Sheet No. 36 : Superseded

                    GENERAL TERMS AND CONDITIONS
   
     8.6  Liability of Transporter:  Transporter shall not be liable for any
          costs incurred by any Shipper in complying with an OFO.  Transporter
          shall not be responsible for any damages that result from any
          interruption in Shipper's service that is a result of a Shipper's
          failure to comply promptly and fully with an OFO, and the
          non-complying Shipper shall indemnify Transporter against any claims
          of responsibility.
   
     8.7  Unilateral Action:  In the event that (1) Shipper(s) does not respond
          to an OFO, or (2) the actions taken thereunder are insufficient to
          correct the system problem for which the OFO was issued, or (3) there
          is insufficient time to carry out the procedures with respect to
          OFOs, Transporter may periodically take unilateral action, including
          the curtailment of firm service, to maintain the operational
          integrity of Transporter's system (or any portion thereof).  For
          purposes of this section, the operational integrity of Transporter's
          system shall encompass the integrity of the physical system and the
          preservation of physical assets and their performance, the overall
          operating performance of the entire physical system as an entity (or
          any portion thereof), and the maintenance (on a reliable and
          operationally sound basis) of total system deliverability and the
          quality of gas delivered.
   
  9. SCHEDULING OF RECEIPTS AND DELIVERIES
   
     9.1  Receipts and Deliveries:  All Receipt and Delivery Points must be
          covered by an OBA or an individual balancing agreement with the
          Transporter.


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Original Sheet No. 37 : Effective

                    GENERAL TERMS AND CONDITIONS
   
     9.2  Scheduling and Allocation
   
          (a)  Scheduling on Transporter's system shall be accomplished by a
               Shipper following the standard nominations timeline set forth
               in Section 9.2(d) of these General Terms and Conditions.  For
               purposes of scheduling initial commencement of service, no
               later than 11:30 A.M. (CCT) on the day prior to the beginning
               of the day in which the transportation service is requested to
               commence, Shipper will send Transporter complete customer
               nomination information via facsimile or electronic means
               specified by Transporter.  Transporter will receive such
               complete nomination information by no later than 11:45 A.M.
               (CCT) on the day prior to the day service commences.  The
               upstream/downstream interconnected party will provide
               Transporter, no later than 3:30 P.M. (CCT) on the day prior to
               the commencement of the service, with final completed
               confirmation that Shipper's nominated quantities will be
               received and delivered.
   
               Transporter or its designee shall notify Shipper if nominated
               quantities are rejected and not deemed Scheduled despite
               receipt of such information.  With notice to Shippers,
               Transporter may make arrangements with the Delivering Pipeline
               or Receiving Pipeline to facilitate Shipper's ability to
               Schedule on one or more systems without duplicative
               communications or confirmations.


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Original Sheet No. 38 : Effective

                    GENERAL TERMS AND CONDITIONS
   
          (b)  Nomination notices by Shipper to Transporter shall be sent by
               facsimile or electronic means specified by Transporter to:
   
                    USG Pipeline Company
                    125 South Franklin
                    Chicago, IL 60606
                    Attn: Energy Services Manager, Department #143-65
                    Telefax (312)606-4532
   
               No transportation service will commence unless or until
               (1)Transporter has received complete customer nomination
               information including a specification of the volumes to flow;
               (2) the Delivering Pipeline and Receiving Pipeline agree to
               deliver and receive the nominated quantities and confirm such
               agreement to Transporter's or its designee reasonable
               satisfaction, including a specification of the quantities to
               flow; and (3) Shipper has been advised by Transporter or its
               designee that quantities have been scheduled pursuant to
               Shipper's service agreement.  In the event of a discrepancy
               between the quantity nominated by a Shipper and the
               corresponding quantity confirmed by the Delivering Pipeline and
               Receiving Pipeline, Transporter shall schedule the lesser of
               the two quantities.  Commencement of service will occur at the
               beginning of the Gas Day unless otherwise mutually agreed by
               Shipper and Transporter.  All submissions of nominations and
               confirmations to Transporter shall be made according to the
               timeline for nominations set forth in Section 11.2(d) of these
               General Terms and Conditions.
   
          (c