Central Kentucky Transmission Company

Original Volume No. 1

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Effective Date: 05/01/2006, Docket: CP05- 48-002, Status: Effective

Original Sheet No. 58 Original Sheet No. 58 : Effective

GENERAL TERMS AND CONDITIONS

(Continued)

(c) This right of first refusal shall be deemed to be assigned

where a Shipper holding such a right permanently releases and assigns all

or a portion (volume but not geographic portion) of the capacity under that

Service Agreement, regardless of the duration of that permanent release.

Moreover, a Shipper releasing and assigning all or a portion (volume but

not geographic portion) of the capacity may structure the release so as to

transfer the right of first refusal for the duration of the release, even

if that release and assignment is subject to a recall by Shipper that would

terminate that release and assignment.

(2) If Shipper intends to exercise its right of first refusal as

described at paragraph (1) above, Shipper shall notify Transporter through

Transporter's EBB of that intent at least twelve months before the

termination date of its Service Agreement.

(3) In the event that Shipper provides Transporter with a twelve

month notice of intent to exercise its right of first refusal, Transporter

shall promptly post on its EBB the information described in Section 4.2

below, Transporter shall begin accepting bids from any prospective Shipper,

for all or a portion (volume but not geographic portion) of the service

rights under the existing Shipper's long-term Service Agreement, at least

eleven months prior to the termination of such Service Agreement, and for

the posting time periods set forth in Section 4.2(a) below.