Honeoye Storage Corporation

Second Revised Volume No. 1

Effective Date: 09/15/2000, Docket: RP00-455-000, Status: Effective

Original Sheet No. 22A Original Sheet No. 22A : Superseded

Seller will recognize the transfer for purposes of computing

Buyer's available Gas Storage Balance and applicable injection and

withdrawal quantities on a prospective basis within 24 hours after

receiving the written verification required by Section XVI(a).

XVII. GAS STORAGE BALANCE IN STORAGE AFTER TERMINATION

OF AGREEMENT

If Buyer fails to withdraw any portion of its Gas Storage Balance

by the date Buyer's Gas Storage Agreement terminates, then Buyer shall

pay a late withdrawal fee of $1/Dekatherm/day for all gas remaining in

Buyer's Gas Storage Balance, or, at Seller's sole option, Seller may

retain such remaining quantities of Buyer's Gas Storage Balance free

and clear of any adverse claims, unless such failure to withdraw was

due to Seller's inability to withdraw the quantities nominated by

Buyer, in which event the provisions of this paragraph shall not apply

for a period equal to the number of days Seller was unable to tender

quantities of Gas for redelivery.

XVIII. CUSHION GAS IN STORAGE AFTER TERMINATION OF

AGREEMENT

Subject to operating conditions in the Honeoye Gas Field, in the

event that a Gas Storage Agreement is terminated, Buyer shall be required

to withdraw all of its cushion gas or sell the cushion gas in place to

another Buyer no later than the first November 1 following the

termination of the Gas Storage Agreement. Subject to operating

conditions, Buyer shall have the right beginning on April 1 in the year

in which the Gas Storage Agreement is terminated 1) to sell cushion gas

in place or 2) to commence withdrawing cushion gas in a quantity up to

Buyer's Maximum Daily Withdrawal Quantity. If a Buyer fails to sell or

to withdraw all of its cushion gas by the following November 1 following

the termination of the Gas Storage Agreement, then, at Seller's option,

and upon forty-eight (48) hours notice to Buyer, Buyer shall pay a Late

Withdrawal Charge of one dollar per Dth per day, or Seller may retain any

remaining quantities of cushion gas free and clear of any adverse claims,

provided however, that Seller will notify Buyer in writing prior to the