Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 09/01/1993, Docket: RS92- 23-019, Status: Effective

Substitute Original Sheet No. 595 Substitute Original Sheet No. 595 : Effective

BALANCING AGREEMENT (continued)

(For Use at Points of Receipt)

notify Balancing Party or Balancing Party's designee of any problem(s) regarding

the scheduling of gas in accordance with confirmations made hereunder within one

business day after each daily confirmation and within four business days after

the end of each calendar month for an aggregate of all confirmations for a

calendar month, unless mutually agreed to otherwise. Balancing Party shall

notify Transporter or cause Transporter to be notified of any errors in the

quantity scheduled pursuant to its confirmation within one business day of

receipt of such information from Transporter. If Balancing Party fails to

confirm the quantities to be transported and/or purchased at any Receipt

Point(s) in accordance with the above, and such failure continues for seven days

or more within the calendar month (whether or not such days are consecutive)

after 24-hour written notice to the Balancing Party by Transporter for each

occurrence of Balancing Party's failure to confirm, then the affected points

shall be deleted from Exhibit A upon written notice from Transporter at the end

of that calendar month.

1.2 Allocations Based on Scheduled Quantities - The Parties intend that the quantity

actually delivered at the Receipt Point(s) will be equal to the scheduled

quantities. Balancing Party shall use all reasonable efforts to ensure that the

quantities actually delivered at the Receipt Point(s) are equal to the scheduled

quantities. Unless prohibited by applicable law or regulation, all

transportation services and/or gas purchases by Transporter shall be allocated

each day in accordance with Section 3 of Rate Schedule LMS-PA of Transporter's

Tariff, or by such other methods as may be mutually agreed to by both Parties.

1.3 Allocation of Variances - The difference on any day between the scheduled

quantities at all Receipt Points and the total actual quantity delivered at all

Receipt Point(s) shall be the Daily Variance and shall be allocated to this

Agreement. The difference between the sum of the scheduled quantities during

a calendar month and the total actual quantity delivered at the Receipt

Point(s), as shown on Exhibit "A", during the calendar month shall be the

Monthly Operational Imbalance. Any Monthly Operational Imbalances will be

corrected in accordance with Article II.

1.4 Reports on Actual Deliveries - Should Transporter not have the ability to

monitor actual deliveries at any Receipt Point(s) on a daily basis, Balancing

Party shall provide to Transporter the best available information compiled on

a daily basis on the actual deliveries at such Receipt Point(s) within two

business days after the date of delivery. Furthermore, Balancing Party shall

provide or have provided to Transporter meter statements within four (4)

business days after the close of a calendar month at any Receipt Point(s) where

Transporter does not operate the meter; provided that if Balancing Party