Williston Basin Interstate Pipeline Co.

Second Revised Volume No. 1

Effective Date: 05/14/2010, Docket: RP10-602-000, Status: Effective

Fifth Revised Sheet No. 311 Fifth Revised Sheet No. 311

Superseding: Fourth Revised Sheet No. 311

GENERAL TERMS AND CONDITIONS (Continued)

37. TAKE-OR-PAY BUYOUT AND BUYDOWN COST RECOVERY MECHANISM

(For Filings Submitted to FERC After November 1, 1990) (Continued)

37.2.5 Effective Total Throughput - The total annual

transportation throughput, excluding stop-in-time intermediate

receipt and/or delivery points, underlying Transporter's then

currently effective rates contained in Transporter's FERC Gas

Tariff, Second Revised Volume No. 1.

37.2.6 Adjusted Sales MDQ - For each Shipper served under

Transporter's previously effective Rate Schedule SGS-1, contained

in Transporter's canceled FERC Gas Tariff, First Revised Volume

No. 1, the adjusted sales MDQ shall be one-half of that Shipper's

contractual maximum daily quantity (MDQ) in effect as of November

1, 1990. For each Shipper served under Transporter's previously

effective Rate Schedule G-1 contained in Transporter's canceled

FERC Gas Tariff, First Revised Volume No. 1, the adjusted sales

MDQ shall be that Shipper's contractual maximum daily quantity

(MDQ) in effect as of November 1, 1990, plus its proportional

share of one-half of the total contractual maximum daily

quantities in effect as of November 1, 1990 for Shippers served

under Transporter's previously effective Rate Schedule SGS-1.

37.3 Applicability of Charges. The charges pursuant to this Section

37 are applied as follows:

37.3.1 Determination of Fixed Monthly Surcharge - The fixed

monthly surcharge to be recovered hereunder shall include that

percentage of Transporter's applicable buyout/buydown costs

elected by Transporter, plus appropriate interest. The allocation

of these costs to

(The rest of this sheet has been intentionally left blank.)