Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 10/01/2003, Docket: RP00-477-005, Status: Effective

Seventh Revised Sheet No. 217 Seventh Revised Sheet No. 217 : Effective

Superseding: Fifth Revised Sheet No. 217

Rate Schedule LMS - PA

Load Management Service - Pooling Area (continued)

(f) Limitation on Penalties - Any imbalances caused by an event as set forth

in Article X of the General Terms and Conditions or caused by

Transporter's actions will not be included in the calculation of the %

monthly imbalance for purposes of determining the appropriate cash out

level. Transporter shall not assess any imbalance penalties against

Shippers or Balancing Parties whose scheduled and flowing services are

bumped as a result of intra-day nomination changes in accordance with

Article III, Section 4 of the General Terms and Conditions of

Transporter's FERC Gas Tariff. The waiver of imbalance penalties shall

apply only for the day(s) on which services were bumped.

(g) Mutual Assistance - In order to prevent or alleviate an operational

constraint on its system, Transporter may request that a Balancing Party

increase or decrease its flows at stated point(s) independent of the

nominations at that point(s). In any month which a Balancing Party

conforms with the request made by Transporter, then Transporter shall

waive all Daily Variance charges accrued by that Balancing Party during

those days in which mutual assistance was provided. The agreement to

provide mutual assistance shall be at the discretion of the Balancing

Party and Transporter.

(h) Operational Integrity - Nothing in this Rate Schedule LMS-PA shall limit

Transporter's right to take action as may be required to adjust receipts

and deliveries of gas in order to alleviate conditions which threaten the

integrity of its system or the ability of Transporter to transport

quantities scheduled by any Shipper.

(i) Disposition of Cash Out Revenues - All cash out costs and revenues

incurred by Transporter in accordance with Section 7(d) will be reflected

in accord with the procedures established in Section 7(g) of Rate Schedule

LMS-MA.

8. General Terms and Conditions

All of the General Terms and Conditions of Transporter's FERC Gas Tariff are part

of this Rate Schedule.

9. Third Party Imbalance Management Services

Nothing in this Tariff shall be construed as prohibiting a Balancing Party or

Shipper from availing itself of the opportunity to obtain similar imbalance

management services from third party providers. Transporter shall provide such

Balancing Party or Shipper access to transportation and other pipeline services

without undue discrimination or preference.