East Tennessee Natural Gas, LLC

Third Revised Volume No. 1

Effective Date: 04/20/2008, Docket: RP08-277-000, Status: Effective

Second Revised Sheet No. 554 Second Revised Sheet No. 554 : Effective

Superseding: First Revised Sheet No. 554

BALANCING AGREEMENT

(For Use Under Rate Schedule LMS-PA)

3.2 Corrections in Subsequent Periods - As soon as practicable following the

close of each Month, Transporter will send Balancing Party a statement

setting forth the Monthly Operational Imbalance existing at the end of

the prior Month. Any Monthly Operational Imbalance shall be resolved in

accordance with the provisions of Section 7 of Rate Schedule LMS-PA of

Transporter's FERC Gas Tariff.

3.3 Measurement of Operational Imbalance - Measurement of gas for all

purposes shall be in accordance with Transporter's FERC Gas Tariff.

3.4 Mutual Assistance Provision - In recognition that Balancing Party has a

significant amount of control over the flow of gas onto Transporter's

system and can assist in alleviating balancing problems or remedying

supply deficiencies, upon mutual agreement, Balancing Party will

increase or decrease flows independent from nominations. This agreement

is subordinate to Balancing Party's contractual obligations (as well as

subject to operational constraints placed on the producers behind the

point by geological or equipment conditions). In any Month such

assistance is provided to Transporter, Transporter will waive all daily

variance charges amassed by Balancing Party in the Month during periods

when an OFO is not in effect. The agreement to provide mutual

assistance also is subordinate to the rights of the Balancing Party to

operate its properties in a manner that in the Balancing Party's sole

judgement constitutes prudent and efficient operation. Any daily

variance resulting from a Balancing Party's assistance pursuant to this

Section 3.4 shall not be considered in the calculation of such Balancing

Party's Monthly Operational Imbalance.

3.5 Operational Integrity - Nothing in this Article III shall limit

Transporter's right to take action as may be required to adjust receipts

of gas in order to alleviate conditions that threaten the integrity of

its system.

ARTICLES IV - CHARGES

4.1 Current Charges - Commencing upon the date of execution, the rates,

charges, and surcharges to be paid by the Balancing Party to Transporter

for the service provided herein shall be in accordance with

Transporter's Rate Schedule LMS-PA and the General Terms and Conditions

of Transporter's FERC Gas Tariff.

4.2 Incidental Charges - Balancing Party agrees to reimburse Transporter for

any filing or similar fees, which have not been previously paid for by

Balancing Party, that Transporter incurs in rendering service hereunder.