Enbridge Pipelines (Midla) Inc.

Second Revised Volume No. 2

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Effective Date: 10/01/2001, Docket: GT01- 30-000, Status: Effective

Original Sheet No. 74 Original Sheet No. 74 : Effective

RATE SCHEDULE X-8

(Continued)

It is anticipated that the gas purchased from Mobil by Enbridge Pipelines

(Midla), Inc. (formerly known as Mid Louisiana) and the gas which Southern

purchases from Ashland in the Monroe Field will equate to substantially

Equivalent Volumes. However, any imbalances in exchanged volumes shall be

eliminated, by the deficient party, by delivering additional gas to the other

at the Lake St. John Exchange Point or any other exchange point(s) which shall

be mutually agreed on.

ARTICLE III

EXCHANGES

1. Southern agrees to accept at the Grand Bay Exchange Point that part

of the gas produced in Block 140, which Enbridge Pipelines (Midla), Inc.

(formerly known as Mid Louisiana) purchases from Mobil, its successors or

assigns.

2. Enbridge Pipelines (Midla), Inc. (formerly known as Mid Louisiana)

agrees to accept at the Cargas Exchange Point and the Perryville Exchange

Point all of the gas Southern purchases from Ashland in the Monroe Field.

3. Any imbalances in Equivalent Volumes which may occur shall be

eliminated by the deficient party delivering the needed additional gas to

the other. If Southern is deficient, it may deliver additional gas to Mid

Louisiana at the Lake St. John Exchange Point. or it may, when acceptable

to Enbridge Pipelines (Midla), Inc. (formerly known as Mid Louisiana), deliver

gas, in addition to that purchased from Ashland, to Enbridge Pipelines

(Midla), Inc. (formerly known as Mid Louisiana) at the Perryville Exchange

Point. If Enbridge Pipelines (Midla), Inc. (formerly known as Mid Louisiana)

is deficient, it may deliver additional gas to Southern at the Lake St. John

Exchange Point and it may, when acceptable to Southern, deliver additional

gas to Southern at the Perryville Exchange Point.

4. It is the intent of the parties that the daily and monthly

quantities of gas received by Southern from Enbridge Pipelines (Midla), Inc.

(formerly known as Mid Louisiana) and by Enbridge Pipelines (Midla), Inc.

(formerly known as Mid Louisiana) from Southern shall be kept in balance as

nearly as operating conditions will permit. If, however, for any reason

deliveries are not in exact balance at the end of any month, they shall be

brought into exact balance as soon thereafter as operationally feasible.