Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 02/16/2003, Docket: GT02- 35-005, Status: Effective

Sub Third Revised Sheet No. 344 Sub Third Revised Sheet No. 344 : Effective

Superseding: Second Revised Sheet No. 344

GENERAL TERMS AND CONDITIONS (continued)

Moreover, if a potential Bidder does not meet the creditworthiness

requirements of Article XXVIII of these General Terms and

Conditions and Transporter is unable to waive these requirements

in accord with the conditions specified above, then a potential

Bidder may still qualify for participation in the release program

if it complies with Article XXVIII, Section 4.5 of the General

Terms and Conditions.

(b) Prior to the first time a Bidder bids on a Release Request, the

Bidder shall submit to Transporter, in accord with Article XXVIII

of these General Terms and Conditions, a check in an amount equal

to the lesser of $10,000 or the total reservation charges it

would incur if its bid is accepted and it enters into a service

agreement with Transporter; provided that if Bidder has complied

with Section 12.5 (a) above, Transporter shall waive this

requirement.

during the Bidding Period defined in Section 12.7. All Bids must

be submitted via PASSKEY. In transmitting a Bid, Bidders

recognize that such Bids will be accessible by other Bidders

through PASSKEY; provided that PASSKEY will be programmed such

that upon submission all Bids will be assigned a Bid Number and

the identity of the Bidder will not be revealed during the

Bidding Period.

(d) Bidding will be an iterative process in that a Bidder may submit

any number of Bids during the Bidding Period; provided that each

submission of a new Bid effects the withdrawal of the previous

one such that a Bidder may not have more than one Bid in

contention for the capacity at the same time. If a Bidder

withdraws a Bid, resubmitting a new one, such new Bid must be at

a higher rate. A Bidder retains the right to withdraw its Bid,

by resubmitting a new bid or with written or electronic notice of

withdrawal to Transporter, up until the close of the Bidding

Period at which time such Bid shall become binding.