Destin Pipeline Company, L.L.C.

Original Volume No. 1

Effective Date: 09/01/1998, Docket: CP96-655-003, Status: Effective

Original Sheet No. 231 Original Sheet No. 231 : Effective

PRO FORMA

OPERATIONAL BALANCING AGREEMENT

(Continued)

constraints at the Point. In the event that a capacity constraint occurs on

either Party's pipeline system which results in the limitation of quantities

through the Point, the Party on whose system the constraint has occurred

shall determine the change in Scheduled Quantities for its shippers. Such

change in Scheduled Quantities shall be confirmed in writing pursuant to the

provisions of Paragraph 1.1 above. If the constraint occurs at the Point,

the Party that operates the measurement facilities at the Point shall be

deemed to have the constraint on its system.

1.7 Operational Integrity - Nothing in this Agreement shall limit Destin's or

Operator's ability to mutually agree to take action as may be required to

adjust deliveries or receipts of gas at the Point in order to alleviate

conditions which threaten the integrity of either system.

1.8 Hourly Rate - The Parties agree that confirmed nominations scheduled to be

received and delivered will occur at a uniform hourly rate or at an hourly

rate agreeable to both Parties as communicated by each Party's appropriate

confirmation representative or gas dispatching department.

ARTICLE II

CORRECTION AND RESOLUTION OF PIPELINE IMBALANCES

2.1 Corrections in Flow Rates During A Month - Adjustments in nominations and/or

scheduled deliveries or receipts at the Point shall be made by Operator and

Destin during the transportation month, if necessary, to control imbalance

levels by confirming such adjustments with the other Party pursuant to the

procedures established in Section 1.1. If either Party fails to take such

corrective action, the other Party may, upon prior written notice, terminate

this Agreement at the end of the current calendar month.

2.2 Resolution of Imbalances

(a) Each Monthly Operational Imbalance shall be resolved in the following

month by dividing the Monthly Operational Imbalance by the actual