Puget Sound Energy, Inc.

Original Volume No. 1

Effective Date: 11/01/1998, Docket: CP98-250-002, Status: Effective

Original Sheet No. 35 Original Sheet No. 35 : Effective

in Exhibit D, the Storage Service Rights set forth in Exhibit E,

and the Operating Rules set forth in Exhibit F, as appropriate.

ARTICLE 5. MANAGEMENT COMMITTEE

5.1 Authorization

The Committee is hereby authorized and directed to perform, from

time to time during the term of this Agreement, those specific

powers and functions so delegated to it. The Committee shall be

responsible for the general direction and supervision over those

matters relating to the Storage Project and those activities

performed by the Project Operator, except with respect to

responsibility for and supervision over all employee labor

relation matters and activities, which shall be the sole and

exclusive responsibility of the Project Operator pursuant to

Section 6.1. The Committee shall act upon any presentation by the

Project Operator relating to a Proposal for an expansion or

addition. The Committee shall also act upon any recommendation by

the Project Operator regarding the replacement or abandonment of

facilities and leases, or changes in the Ultimate Reservoir

Capacity, required for the efficient and economical operation and

development of the Storage Project. The Committee shall not

exercise any other or additional powers in the interpretation or

execution of this Agreement unless specifically authorized to do

so by 75% majority agreement of the Owners, pursuant to

Section 5.4.

5.2 Designation of Representatives

Upon execution of this Agreement, each Owner shall, by written

notice to the other Owners, designate its representative to serve

on the Committee. By subsequent written notice to the other

Owners, any Owner may, from time to time, replace its

representative. Each representative to the Committee may have

such other personnel present as the representative reasonably

believes is appropriate.