Western Gas Interstate Company

Third Revised Volume No. 1

Effective Date: 06/01/1993, Docket: RS92- 53-003, Status: Effective

Revised Original Sheet No. 294 Revised Original Sheet No. 294 : Superseded

GENERAL TERMS AND CONDITIONS

(continued)

contesting an application for service filed pursuant to Section

7(a) of the Natural Gas Act. Western reserves the right to seek

a waiver of the policy set forth herein, for good cause shown,

during an proceeding before the Commission instituted under

Section 7 of the Natural Gas Act.

27. ASSIGNMENT:

All of the rights and duties herein contained shall inure to and

be binding upon the successors and assigns of the parties

hereto, provided that no conveyance or transfer of any interest

of either party shall be binding upon the other party until such

other party has been furnished with written notice thereof and a

true copy of such conveyance or transfer.

28. RECOVERY OF UPSTREAM PIPELINE CHARGES:

This section establishes the procedures which will permit

Western to recover from its Buyers and Shippers ("Customers")

the total amount of take-or-pay and transition charges billed to

Western, as a downstream pipeline, by an upstream pipeline.

28.1 Flow-Through of Upstream Pipeline Charges - The charges

applicable to each of Western's Customers shall be the

total amount of the take-or-pay and transition cost charges

incurred from an upstream pipeline, as approved by the

FERC, and shall be flowed through, pursuant to Section

2.104(e) of the Commission's Regulations, on an "as billed"

basis as a direct bill, reservation surcharge, commodity

surcharge, or other such charge as applicable.

28.2 Recovery Period - The recovery period for the upstream

pipeline charges shall be the same period as utilized by

the upstream pipeline. In the event that Western pays the

charges in a lump sum or some shortened amortization

period, Western's Customers shall have the option of paying

Western on the same basis or over the maximum amortization

period offered to Western by the upstream pipeline. If any

Western Customer chooses to pay over a longer period than

the period over which Western pays, that Customer shall be

subject to carrying charges at the applicable Commission

approved interest rate as provided in Section 28.4 herein.