Puget Sound Energy, Inc.

Original Volume No. 1

Effective Date: 01/03/2004, Docket: RP04-100-000, Status: Effective

Original Sheet No. 106 Original Sheet No. 106 : Effective

6. Consistent with the equal ownership principle set forth above, if events

of force majeure, failure to receive and accept necessary regulatory

approvals, or issues pertaining to mechanical integrity or water

discharge, prevent the Owners from completing the full development of

the 2002 - 2008 Expansion capacity, then, subject to FERC approval, the

developed expansion capacity and the associated cushion gas volumes

along with the costs of such cushion gas, shall be reallocated among the

Owners at the transferring Owner's net book value for such cushion gas

volumes.

7. Each Owner shall use its best efforts to inject its full one-third share

of expansion cushion and working gas no later than November 1, 2008.

However, if the Owners are prevented from so doing due to events of

force majeure, failure to receive and accept necessary regulatory

approvals, or issues pertaining to mechanical integrity or water

discharge, the Owners agree to extend or modify this Agreement to allow

later injection, and to not unreasonably withhold such approval, subject

to receipt and acceptance of necessary regulatory approvals.

8. Once an Owner has developed its total one-third share of the complete

2002 - 2008 Expansion Project, any Deferring Party shall have the

opportunity to make up all or a portion of its deferred share. However,

in the event a Deferring Party elects at that time not to participate

and not to inject its one-third share of the applicable cushion and

working gas under the 2002 - 2008 Expansion Project, then the remaining

Owners shall have the right to develop for their accounts the Deferring

Party's deferred share and the Owners' Shares of Storage Service Rights

and Ownership Percentages shall be adjusted accordingly.

9. During each water withdrawal/gas injection cycle, the expanded cushion

and working gas capacities developed month to month will be specified as

follows:

(a) by the fifth business day of each month, the Project Operator will

confirm the total volume of expansion capacity developed by water

withdrawal during the preceding month, of which 40% will be

designated cushion gas capacity and the remainder working gas

capacity; and

(b) by the tenth business day of each month, Northwest (as agent for

administering Storage Project nominations) will confirm to each

Owner the portion of its previous month's scheduled gas injections

that were deemed expansion cushion gas and the portion of its

expansion working gas capacity that was filled. If an Owner's

previous month's scheduled gas injections are less than Owner's

added expansion cushion gas requirement, the difference will be

made up by transfer from Owner's existing working gas inventory.