East Tennessee Natural Gas, LLC

Third Revised Volume No. 1

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

First Revised Sheet No. 556 First Revised Sheet No. 556 : Effective

Superseding: Original Sheet No. 556

BALANCING AGREEMENT

(For Use Under Rate Schedule LMS-PA)

the allocation of gas hereunder. Balancing Party will pay, or cause to

be paid, all royalties, overriding royalties, taxes or other charges due

on the gas delivered to Transporter and will file all necessary reports

on such deliveries. Balancing Party will act as Transporter's agent in

paying the necessary charges and filing the necessary reports.

Balancing Party represents and warrants to Transporter that all

requisite authorizations, if any, have been obtained as to any gas that

Balancing Party delivers or causes to be delivered hereunder. Balancing

Party or Balancing Party's designee agrees to take the necessary

corrective action requested by Transporter in accordance with this

Agreement. If the Balancing Party or Balancing Party's designee fails

to take such corrective action, then this Agreement shall terminate upon

written notice from Transporter at the end of the calendar month.

Transporter may act, and shall be fully protected in acting, in reliance

upon any and all acts performed by Balancing Party to nominate, confirm

and deliver gas hereunder and to allocate deliveries on behalf of any

Producers covered by this Balancing Agreement as though they were done

or executed by the Producers.

6.2 Governing Bodies - This Agreement shall be subject to all applicable

laws, federal or state, and to all applicable rules and regulations of

any duly authorized federal, state or other government agency having

jurisdiction.

THE INTERPRETATION AND PERFORMANCE OF THIS CONTRACT SHALL BE IN

ACCORDANCE WITH AND CONTROLLED BY THE LAWS OF THE STATE OF TENNESSEE,

WITHOUT REGARD TO THE DOCTRINES GOVERNING CHOICE OF LAW.

6.3 Waivers - No waiver by either Party of any one or more defaults by the

other in the performance of this Agreement shall operate or be construed

as a waiver of any future default or defaults, whether of a like or of

different character.

6.4 Billings and Payments - Transporter shall bill and Balancing Party shall

pay for the resolution of Operational Imbalances in cash in accordance

with Section 16 of Transporter's General Terms and Conditions.

6.5 Incorporation of Tariff - Unless otherwise stated herein, the General

Terms and Conditions specified in Transporter's FERC Gas Tariff are

incorporated as part of this Agreement.

6.6 Notices - Except as otherwise provided in the General Terms and

Conditions applicable to this Agreement, any notice under this Agreement

shall be in writing and mailed to the post office address of the Party

intended to receive the same, as follows: