Great Lakes Gas Transport, L.L.C.

Second Revised Volume No. 1

Effective Date: 06/01/1997, Docket: RP97-322-000, Status: Effective

First Revised Sheet No. 121 First Revised Sheet No. 121 : Effective

Superseding: Original Sheet No. 121

GENERAL TERMS AND CONDITIONS

FOR TRANSPORTATION SERVICE

(cont'd)

10. CAPACITY ALLOCATION (cont'd)

the Potential or Prearranged Shipper satisfies Transporter's appli-

cable tariff provisions governing shipper eligibility and its bid is

accepted by Transporter, Transporter will execute the necessary ser-

vice agreements with the Potential or Prearranged Shipper, which shall

hereinafter be referred to as the Replacement Shipper.

10.7 Obligations of Existing Customer

The service agreements of the Existing Shipper releasing capacity will

remain in full force and effect, with a portion of the proceeds at-

tributable to any release credited to the Existing Shipper's bill as

provided in Section 10.9 hereof. The Existing Shipper shall remain

liable to Transporter under the terms of its service agreement with

Transporter during and irrespective of any assignments of the rights

and obligations under the service agreement, for all reservation,

demand and capacity charges, and any surcharges applicable to such

charges, but excluding commodity or usage charges and imbalance

penalties.

Where an Existing Shipper proposes to release capacity to a

Replacement Shipper for the entire remaining term of the applicable

service agreement between Transporter and the Existing Shipper, the

Existing Shipper may request Transporter to release the Existing

Shipper from any further obligations to Transporter upon the effec-

tiveness of the service agreement between Transporter and the Re-

placement Shipper. Transporter shall be under no obligation to grant

such requests unless the Replacement Shipper (i) agrees to pay for the

released capacity of Transporter's maximum rates and (ii) demonstrates

to Transporter that it possesses sufficient financial stability, or if

it provides such security as is necessary, to make Transporter reason-

ably secure that the Replacement Shipper will pay for service on a

timely basis throughout the remaining term of the service agreement

between Transporter and the Existing Shipper. Transporter shall

exercise its discretion under this provision in a non-discriminatory

manner.