Arkansas Western Pipeline Company

First Revised Volume No. 1

Effective Date: 12/01/1993, Docket: CP92-570-005, Status: Effective

Original Sheet No. 71 Original Sheet No. 71 : Superseded

non-discriminatory basis; provided, however, that

Transporter shall not charge a Shipper an imbalance

penalty under both subsection (a) and (c) of this

Section.

5.7 Transporter agrees that, if requested by a Shipper, it will

negotiate with an entity that operates the facilities

interconnecting with Transporter at a Receipt Point or

Delivery Point (Balance Operator) in a good faith effort to

reach an agreement to deal with imbalances at the Receipt

Points or Delivery Points specified, subject to the

following conditions:

a. Such agreement must set out a mutually agreeable

procedure for dealing, as between Transporter and

Balance Operator, with any difference between confirmed

nominations and actual physical gas flow caused by

operational conditions, so that any such discrepancy

does not affect any Shipper;

b. The Balance Operator must meet the same

creditworthiness standards as Shipper;

c. Transporter and Balance Operator must not have

previously entered into such agreement which was

terminated because of Balance Operator's failure to

perform. Nothing herein is intended to restrict

Transporter's right to terminate in accordance with its

terms any agreement entered into hereunder, including

without limitation the right to terminate for Balance

Operator's failure to perform consistent with its

obligations under the Service Agreement.

d. A Form of Operational Balancing Agreement, the terms of

which are subject to negotiation is included in this

tariff.

5.8 Nothing in this Section 6 shall limit Transporter's right to

take actions that are required in order to alleviate

conditions which threaten the integrity of Transporter's

system, to maintain pipeline operations at the pressures

required to provide an efficient and reliable firm

transportation service, to have adequate gas supplies in the

system to deliver on demand (including injection of gas into

the mainline and providing line pack) to maintain service to

all firm Shippers. Transporter shall have the right to

waive