Mississippi Canyon Gas Pipeline, LLC

First Revised Volume No. 1

Effective Date: 12/20/1998, Docket: CP96-159-006, Status: Effective

Original Sheet No.300 Original Sheet No.300 : Effective

FORM OF RESERVE COMMITMENT AGREEMENT

(cont'd)

Section 2.2 - (cont'd)

Shipper's interests in the Committed Field(s) and such

assignees shall receive a proportionate assignment of

the rights and obligations hereunder with respect to

the Committed Field(s) so assigned, to the extent that

such assignee satisfies the requirements of Section 6.3

of Transporter's Rate Schedules FT-1, FT-2 or IT-1, as

applicable. Upon such assignment, Shipper shall be

relieved of its obligations under this Agreement to the

extent, and only to the extent, so assigned to a third

party.

2.3 From the obligations in Section 2.1, Shipper expressly

reserves unto itself, its successors and assigns, the

following rights and quantities of production

sufficient to satisfy such rights:

(a) The right to operate the Committed Field(s) free

from any control by Transporter including, without

limitation, the right (but never the obligation)

to drill new wells, to repair and rework old

wells, to plug and abandon any well and to renew,

surrender, release or terminate any lease (in

whole or in part) covering the affected lands;

(b) The right to deliver production to lessors of

leases on such lands in quantities sufficient to

fulfill lease obligations from time to time,

including the right to take royalty in kind;

operations of such lands, including (but not

limited to) the use of gas for fuel, drilling

(including gas drilling), deepening, reworking,

compressing, gas lifting, processing, treating,

cycling, repressuring or other supplemental

recovery operations; and

(d) To process gas for the extraction of any

components other than methane contained therein,

except for such methane reasonably removed in such

processing.