Panther Interstate Pipeline Energy, L.L.C.

Original Volume No. 1

Effective Date: 02/01/2004, Docket: CP03-338-001, Status: Effective

Original Sheet No. 54 Original Sheet No. 54 : Effective

25. SUCCESSORS AND ASSIGNS

Any company which shall succeed by purchase, merger or consolidation to

the properties, substantially as an entirety, of Shipper or Transporter

shall be entitled to the rights and shall be subject to the obligations

of its predecessor in title under the transportation service agreement;

provided, however, that Transporter reserves the right to evaluate and

approve the creditworthiness of the new entity in accordance with the

credit evaluation provision of these General Terms and Conditions. No

other assignment of a transportation service agreement or any of the

rights or obligations thereunder shall be made by Shipper unless there

first shall have been obtained the written consent thereto of

Transporter. Shipper or Transporter may pledge or assign its respective

right, title and interest in and to and under a transportation service

agreement to a trustee or trustees, individual or corporate, as security

for bonds or other obligations or securities without the necessity of

such trustee or trustees becoming in any respect obligated to perform

the obligations of the assignor under a transportation service agreement

and, if any such trustee be a corporation, without its being required to

qualify to do business in any State in which performance of the

transportation service agreement may occur.

26. NEGOTIATED RATES

26.1 Preconditions to Negotiated Rates: Rates to be charged by

Transporter for service to any Shipper under Rate Schedule FT or

IT may deviate in either form or level or both from the applicable

maximum and/or minimum rate level in this Tariff, subject to the

following provisions:`

(a) Transporter and Shipper have executed a valid transportation

service agreement containing therein or in a related

agreement a specific mutual understanding that Negotiated

Rate(s) will apply to service for that Shipper;

(b) At the time of execution of the transportation service

agreement (or any amendment thereto), which first provides

for the applicability to Shipper of Negotiated Rates,

service was available pursuant to the terms and conditions

(not modified by this Section) of Rate Schedule FT or IT, as

applicable;

under this Section if and to the extent service is available

at the Recourse Rate;

(d) Transporter will not negotiate terms and conditions of

service under this Section; and