Bluewater Gas Storage, LLC

Original Volume No. 1

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Effective Date: 12/01/2006, Docket: CP06-351-001, Status: Effective

Original Sheet No. 155 Original Sheet No. 155 : Effective

GENERAL TERMS AND CONDITIONS

(Continued)

31. Creditworthiness - Financial Assurances

31.1 "Acceptable Credit Rating" means a Credit Rating no

lower than BBB- from Standard and Poor's Corporation or Baa3 from

Moody's Investor Services, Inc.

31.2 "Credit Rating" means the rating given to Customer's

unsecured long term debt by Standard and Poor's Corporation or

Moody's Investor Services, Inc.

31.3 "Material Adverse Change" means the failure of Customer

at any time to satisfy the requirements pertaining to

creditworthiness set forth in Section 3.3, to maintain an Acceptable

Credit Rating or to maintain or reinstate one of the forms of

Financial Assurances specified in Section 31.7 within five (5) days

after written notice from BLUEWATER.

31.4 "Financial Assurances" means one or more of the forms of

security set forth in Sections 31.7(a), 31.7(b), 31.7(c) and

31.7(d), in accordance with and in an amount as set forth in Section

31.7.

31.5 If Customer suffers a Material Adverse Change, then

Customer shall provide BLUEWATER with one or more of the forms of

Financial Assurances as set forth in this Section 31. Customer

shall provide such Financial Assurances within five (5) Business

Days of written notice from BLUEWATER in an amount equal to one

month of firm service reservation charges, one month of

Interruptible service charges calculated on a one hundred percent

load factor basis and/or the market value of Customer's loaned gas,

each determined in the manner described in Section 31.7 below, as

applicable. Customer shall fully comply with Financial Assurances

provisions of Section 31.7 of these General Terms and Conditions

within 30 days of written notice from Bluewater.

31.6 If prior to initiation of service Customer does not have

an Acceptable Credit Rating, then, as a condition of BLUEWATER

initiating service, Customer shall provide BLUEWATER with one or

more of the forms of Financial Assurances provided in this Section

31.

31.7 A Customer that does not have, or at any time fails to

maintain, an Acceptable Credit Rating shall provide to BLUEWATER, to

secure its obligation to BLUEWATER pursuant to each of Customer's

Storage Service Agreements, one or more of the following forms of

Financial Assurances:

(a) An irrevocable Letter of Credit, subject to the

following:

(1) each Letter of Credit shall be in effect for the

lesser of one (1) year or for the Term of the

transaction plus 120 days. If the Term of the

transaction plus 120 days is greater than one (1) year,

Customer shall ensure that its obligation to BLUEWATER

is secured continuously, and accordingly shall provide

BLUEWATER with