Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

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

Fourth Revised Sheet No. 605 Fourth Revised Sheet No. 605 : Effective

Superseding: Second Revised Sheet No. 605

BALANCING AGREEMENT

(For Use by Aggregator at Points of Delivery) (continued)

1.4 Daily Imbalances - Balancing Party will be subject to the Daily Imbalance

provisions of Rate Schedule LMS-MA.

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

monitor actual deliveries at the Delivery Point 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 Delivery Point(s) within two

business days after the date of delivery. Nothing in this section will require

Balancing Party or Operator to install metering devices where none currently

exist.

ARTICLE II

CORRECTION OF OPERATIONAL IMBALANCES

2.1 Corrections in Flow Rates During a Day - Balancing Party or Operator will be

able to request adjustments to actual deliveries at its Delivery Points or cause

such requests to be made at any time during the production day by coordinating

with Transporter's gas dispatchers. Balancing Party will notify Transporter or

cause Transporter to be notified of any such adjustments. Transporter will use

reasonable efforts to deliver those changed quantities when the operating

conditions on Transporter's system permits, taking into consideration the

nominations made by firm customers on Transporter's system.

2.2 Corrections During the Month - Estimated metered quantities, or actual metered

quantities where available, may be used by Transporter for purposes of

adjustments under this Section on a daily basis during the production month to

determine the estimated Operational Imbalance at all of the Delivery Point(s).

Transporter shall make the estimated Daily Variance and Monthly Operational

Imbalance at each Delivery Point available to Balancing Party on or before the

first business day after each production day. Balancing Party may make or cause

to be made adjustments in nominations and actual deliveries upon 24 hours notice

to Transporter by making imbalance make up nominations pursuant to this

Agreement and in accordance with the provisions of the Tariff to adequately

control imbalance levels. Any such adjustments will offset pre-existing

imbalances accrued during the production month.