Tennessee Gas Pipeline Company

FIFTH REVISED VOLUME NO. 1

Effective Date: 09/01/1993, Docket: RS92- 23-012, Status: Effective

Original Sheet No. 635 Original Sheet No. 635 : Effective

FIRM NATURAL GAS TRANSPORTATION AGREEMENT

(For Use Under "NET-Niagara", "NET-Northeast" and "NET-Elgen" Rate Schedules)

THIS FIRM NATURAL GAS TRANSPORTATION AGREEMENT ("Agreement") is entered into this ___

day of _______, 199__ between TENNESSEE GAS PIPELINE COMPANY, a Delaware Corporation,

herein called "Transporter", and __________________________, a ______________

corporation, herein called "Shipper", pursuant to the following general terms and

representations.

W I T N E S S E T H:

WHEREAS, Transporter owns and operates a natural gas transmission pipeline system

which extends in a northeasterly direction from its principal sources of supply in Texas

and Louisiana through the States of Texas, Louisiana, Arkansas, Mississippi, Alabama,

Tennessee, Kentucky, West Virginia, Ohio, Pennsylvania, New York, New Jersey,

Massachusetts, New Hampshire, Rhode Island and Connecticut; and

WHEREAS, Shipper has entered into certain gas purchase contracts with various

producers providing for the sale by such producers to Shipper of a maximum quantity of

______ dekatherms ("Dth") of natural gas per day and has made arrangements for the

delivery of such natural gas for the account of Shipper to the points listed in Exhibit

A hereto; and

WHEREAS, Shipper and Transporter have entered into a Precedent Agreement dated

______, 199__ (the "Precedent Agreement"), pursuant to which Transporter agreed to file

an application with the Federal Energy Regulatory Commission ("FERC") for the necessary

authorizations to (i) provide firm natural gas transportation service of a daily quantity

not to exceed ______ Dth of natural gas, and (ii) construct and operate the facilities

necessary to provide such firm transportation service;

WHEREAS, Transporter has now been authorized by the FERC order issued on _______,

199__ in Docket No. ____________________, to render the firm transportation service

described herein and to construct and operate the necessary facilities therefore; and

WHEREAS, Transporter and Shipper wish to set forth herein the specific terms and

conditions under which Transporter will provide such transportation service to Shipper;

NOW, THEREFORE, in consideration of the premises and of the mutual agreements herein

contained, Transporter and Shipper agree as follows: