Transwestern Pipeline Company

Second Revised Volume No. 1

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Effective Date: 01/01/2003, Docket: RP00-490-002, Status: Effective

Eleventh Revised Sheet No. 38 Eleventh Revised Sheet No. 38 : Effective

Superseding: 10th Revised Sheet Nos. 38-40

RATE SCHEDULE SP-1

Supply Pooling Service

1. AVAILABILITY

This Rate Schedule is available for pooling of receipt volumes by

Transwestern Pipeline Company (Transporter) for any Shipper, when:

A. Shipper has entered into an SP-1 Service Agreement in the form

contained in Transporter's FERC Gas Tariff, and

B. Shipper has gas available from various physical receipt points in

a specific pooling area from which Shipper may pool such gas to a

single Supply Pooling Point in order to facilitate the delivery of

gas to other Shippers.

2. APPLICABILITY AND CHARACTER OF SERVICE

2.1 Shipper may pool gas on its SP-1 Service Agreement from physical

receipt points within a specific pooling point area to the Supply

Pooling Point for that pooling area, or from the pooling point to

other Shipper(s) at the same pooling point. The Supply Pooling

Point(s) will always be the delivery point(s) on the SP-1 Service

Agreement.

2.2 Scheduled receipt gas will always equal scheduled delivery gas

under an SP-1 Service Agreement. There will be no imbalances

under SP-1 Service Agreements.

2.3 Service under this Rate Schedule shall be scheduled and confirmed

in accordance with the nominations and scheduling provisions in

the General Terms and Conditions of this tariff.

2.4 The term of the Service Agreement shall be determined by agreement

between the parties.

3. RATE

Shippers will not incur charges to move gas from the physical points to

the Supply Pooling Point for the specific pooling area, nor for

transfers within the specific Supply Pooling Point.

4. SUPPLY POOLING POINTS OF SERVICE

Transporter shall post a listing of physical receipt points associated

with each Supply Pooling Point on Transporter's Electronic Bulletin

Board. Transporter will file with the FERC any additions or deletions

to the list of available points of service.