Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 11/05/2005, Docket: RP06- 10-000, Status: Effective

Third Revised Sheet No. 593D Third Revised Sheet No. 593D : Effective

Superseding: Second Revised Sheet No. 593D

Agreement between Tennessee Gas

Pipeline Company ("Transporter") and

_______________________ ("Third Party Provider or TPP Contractor")

dated ____________________

4. Correction Resolution - Notwithstanding the provisions of Section 2.3 of the

Balancing Agreement, Transporter shall resolve an Operational Imbalance existing

at the end of a month by either (a) rolling the Imbalance forward to the next

month if the imbalance is less than 2% of the sum of the TPP Quantities and make

up for Swing Quantities, or (b) cashing out the Imbalance in accordance with the

applicable provisions in Rate Schedule LMS-MA if the imbalance is greater than 2%

of the sum of the TPP Quantities and make up for Swing Quantities.

5. Force Majeure - In the event that Transporter declares force majeure in accordance

with Article X of Transporter's FERC Gas Tariff, Transporter's obligations

hereunder shall be suspended in accordance with such Article X and the "Limitation

on Penalties" provision of Transporter's Rate Schedule LMS-MA shall apply. In the

event that the TPP Contractor declares force majeure in accordance with Article X

of Transporter's FERC Gas Tariff, Transporter shall swing all of the TPP Shipper's

affected Daily Variances to its FS contract, if applicable; or, if no FS contract

is available, Transporter shall cash out any remaining Imbalance in accordance

with the applicable provisions in Rate Schedule LMS-MA.

6. Termination of Swing Service to TPP Shipper - Nothing herein shall prevent TPP

Contractor from electing to terminate TPP Shipper's use of the TPP Contractor to

provide TPP Service contemplated in this Agreement, provided that TPP Contractor

provide Transporter with one day's prior notice of such election.

Transporter:

Tennessee Gas Pipeline Company

By: ____________________________________________

Agent and Attorney-in-Fact

Third Party Provider Contractor:

By: ___________________________________________

Title: ___________________________________________