UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MarkOne)
(X)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
( )TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ............ to ............
Commission file number 1-11429
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 56-0233140
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
400 COX ROAD, P.O. BOX 1398
GASTONIA, NORTH CAROLINA 28053-1398
(Address of principal executive offices) (Zip Code)
(704) 864-6731
(Registrant's telephone number, including area code)
NONE
(Former name, former address and former
fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Number of shares of Common Stock, $1 par value, outstanding
at July 31, 1996 .............................................. ..19,165,630
1
<PAGE>
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
AND SUBSIDIARIES
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
AND SUBSIDIARIES
The condensed financial statements included herein have been prepared by
the registant without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Although certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, the registrant believes that the
disclosures herein are adequate to make the information presented not
misleading. It is recommended that these condensed financial statements be read
in conjunction with the financial statements and the notes thereto included in
the registrant's latest annual report on Form 10-K.
2
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
<CAPTION>
Three Months Ended Nine Months Ended Twelve Months Ended
June 30 June 30 June 30
------------------ ------------------ -------------------
1996 1995 1996 1995 1996 1995
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operating revenues $ 58,807 $ 41,650 $275,782 $221,175 $302,500 $252,032
Cost of gas 32,382 17,414 151,341 106,389 162,017 122,341
-------- -------- -------- -------- -------- --------
Gross margin 26,425 24,236 124,441 114,786 140,483 129,691
-------- -------- -------- -------- -------- --------
Operating expenses and taxes:
Operating and maintenance 13,465 12,903 41,065 38,188 54,146 50,369
Provision for depreciation 4,851 4,581 14,545 13,513 19,188 17,447
General taxes 3,468 2,819 13,402 11,493 15,732 13,882
Income taxes 736 338 17,974 16,310 15,184 14,262
-------- -------- -------- -------- -------- --------
22,520 20,641 86,986 79,504 104,250 95,960
-------- -------- -------- -------- -------- --------
Operating income 3,905 3,595 37,455 35,282 36,233 33,731
Other income 1,089 107 2,597 93 2,723 1,117
Interest deductions 3,553 3,097 10,904 9,604 14,158 12,641
-------- -------- -------- -------- -------- --------
Net income $ 1,441 $ 605 $ 29,148 $ 25,771 $ 24,798 $ 22,207
======== ======== ======== ======== ======== ========
Average common shares
outstanding 19,066 18,587 18,932 18,452 18,869 18,389
Earnings per share $.08 $.03 $1.54 $1.40 $1.31 $1.21
Cash dividends declared
per share $.22 $.2125 $.645 $.6225 $.8575 $.8275
</TABLE>
3
<PAGE>
<TABLE>
CONSOLIDATED BALANCE SHEETS
(In thousands)
ASSETS
<CAPTION>
Jun 30 Sep 30 Jun 30
1996 1995 1995
-------- -------- --------
<S> <C> <C> <C>
Gas utility plant $614,243 $573,945 $554,959
Less - Accumulated depreciation 179,414 166,506 163,774
-------- -------- --------
434,829 407,439 391,185
-------- -------- --------
Non-utility property, net 705 801 949
-------- -------- --------
Current assets:
Cash and temporary investments 3,376 993 2,581
Restricted cash and temporary investments 5,776 4,215 4,128
Receivables, less allowance for
doubtful accounts 23,825 13,605 12,760
Materials and supplies 6,498 5,577 5,842
Stored gas inventory 9,483 12,141 8,980
Deferred gas costs, net 12,782 3,692 -
Prepayments and other 2,048 2,089 2,882
-------- -------- --------
63,788 42,312 37,173
-------- -------- --------
Deferred charges and other assets 8,072 6,443 6,199
-------- -------- --------
Total $507,394 $456,995 $435,506
======== ======== ========
CAPITALIZATION AND LIABILITIES
Capitalization:
Common equity -
Common stock, $1 par $ 19,076 $ 18,689 $ 18,603
Capital in excess of par value 112,116 106,655 105,346
Retained earnings 64,953 48,028 56,365
-------- -------- --------
196,145 173,372 180,314
Long-term debt 143,900 100,700 109,140
-------- -------- --------
340,045 274,072 289,454
-------- -------- --------
Current liabilities:
Maturities of long-term debt 9,300 10,480 9,540
Accounts payable 23,641 20,411 13,219
Accrued taxes 9,155 1,824 7,896
Customer prepayments and deposits 2,920 5,742 4,855
Cash dividends and interest 7,056 6,423 5,526
Restricted supplier refunds 5,776 4,215 4,128
Deferred gas costs, net - - 1,298
Other 3,821 3,416 3,125
-------- -------- --------
61,669 52,511 49,587
Interim bank loans 24,000 51,000 18,500
-------- -------- --------
85,669 103,511 68,087
-------- -------- --------
Deferred credits and other liabilities:
Income taxes, net 56,024 52,606 51,628
Investment tax credits 4,119 4,646 4,553
Accrued pension cost 11,679 12,931 12,957
Other 9,858 9,229 8,827
-------- -------- --------
81,680 79,412 77,965
-------- -------- --------
Total $507,394 $456,995 $435,506
======== ======== ========
</TABLE>
4
<PAGE>
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
(In thousands)
Twelve Months Ended
June 30
-------------------
1996 1995
------- --------
Balance beginning of period $56,365 $49,514
Add - Net income 24,798 22,207
Deduct - Common stock dividends
and other 16,210 15,356
------- -------
Balance end of period $64,953 $56,365
======= =======
<TABLE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<CAPTION>
Nine Months Ended Twelve Months Ended
June 30 June 30
----------------- -------------------
1996 1995 1996 1995
------- ------- ------- --------
<S> <C> <C> <C> <C>
Cash Flows From Operating Activities:
Net income $29,148 $25,771 $24,798 $22,207
Adjustments to reconcile net income
to net cash provided by operating
activities -
Depreciation, depletion and other 17,744 16,055 23,301 20,821
Deferred income taxes, net 3,418 3,159 4,396 2,743
------- ------- ------- -------
50,310 44,985 52,495 45,771
Change in operating assets and liabilities:
Receivables, net (11,748) 2,638 (12,746) 1,894
Inventories 1,737 5,586 (1,158) 2,129
Accounts payable 3,229 (2,437) 10,422 (2,423)
Accrued pension cost (1,251) (2,575) (1,278) (2,073)
Other (2,914) 2,665 (10,296) (682)
------- ------- ------- -------
39,363 50,862 37,439 44,616
------- ------- ------- -------
Cash Flows From Investing Activities:
Construction expenditures (43,689) (39,709) (65,099) (58,065)
Non-utility and other (1,374) (1,520) (2,011) (1,298)
------- ------- ------- -------
(45,063) (41,229) (67,110) (59,363)
------- ------- ------- -------
Cash Flows From Financing Activities:
Sale of senior debentures, net of expenses 49,314 - 49,314 -
Issuance of common stock through
dividend reinvestment, stock purchase
and stock option plans 5,746 5,412 7,096 7,000
Increase (decrease) in interim bank
loans, net (27,000) (4,500) 5,500 18,500
Retirement of long-term debt
and common stock (7,980) (296) (15,496) (7,871)
Cash dividends (11,997) (10,202) (15,948) (14,984)
------- ------- ------- -------
8,083 (9,586) 30,466 2,645
------- ------- ------- -------
Net increase (decrease) in cash and
temporary investments 2,383 47 795 (12,102)
Cash and temporary investments
at beginning of period 993 2,534 2,581 14,683
------- ------- ------- -------
Cash and temporary investments
at end of period $ 3,376 $ 2,581 $ 3,376 $ 2,581
======= ======= ======= =======
Cash paid during the period for:
Interest (net of amount capitalized) $10,180 $ 9,844 $12,474 $12,164
Income taxes 7,845 10,669 10,663 13,915
</TABLE>
5
<PAGE>
NOTES TO FINANCIAL STATEMENTS
1. The accompanying unaudited consolidated financial statements and notes
should be read in conjunction with the financial statements and notes included
in PSNC's 1995 Annual Report. In the opinion of management, all adjustments
necessary for a fair statement of the results of operations for the interim
periods have been recorded. Certain amounts previously reported have been
reclassified to conform with the current period's presentation. PSNC's business
is seasonal in nature; therefore, the financial results for any interim
period are not necessarily indicative of those which may be expected for
the annual period.
2. In March 1995, the FASB issued SFAS No. 121, "Accounting for the
Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed Of." This
statement imposes stricter criteria for regulatory assets by requiring that such
assets be probable of future recovery at each balance sheet date. PSNC plans to
adopt this standard on October 1, 1996. Based on the current regulatory
structure in which PSNC operates, PSNC does not expect the adoption of this
statement to materially affect PSNC's financial position or the results of
operations.
3. In October 1995, the FASB issued SFAS No. 123, "Accounting for Awards of
Stock- Based Compensation to Employees." This statement establishes financial
accounting and reporting standards for stock-based employee compensation plans.
PSNC will adopt this standard on October 1, 1996. The effect on PSNC's financial
position or the results of operations of adopting this standard has not yet been
determined.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Changes in Results of Operations
(Amounts in thousands except
degree day and customer data) Three Months Ended June 30
-----------------------------------------
Increase
1996 1995 (Decrease) %
-------- -------- -------- --
Gross margin $ 26,425 $ 24,236 $ 2,189 9
Less - Franchise taxes 1,870 1,321 549 42
-------- -------- --------
Net margin $ 24,555 $ 22,915 $ 1,640 7
======== ======== ========
Total volume throughput (DT):
Residential 3,610 2,522 1,088 43
Commercial/small industrial 2,549 1,982 567 29
Large commercial/industrial 7,548 7,193 355 5
-------- -------- --------
13,707 11,697 2,010 17
======== ======== ========
Raleigh/Durham area degree days:
Actual 320 216 104 48
Normal 255 255 - -
Percent of normal 125% 85%
Weather normalization adjustment
income (refund), net of
franchise taxes $ (1,942) $ 1,005 $ (2,947)
Customers at end of period: (1)
Residential 247,666 245,510 2,156 1
Commercial/small industrial 40,106 29,371 10,735 37
Large commercial/industrial 400 388 12 3
-------- -------- --------
288,172 275,269 12,903 5
======== ======== ========
(1) Reflected in customers at June 30, 1996 is the reclassification of
approximately 8,000 customers from residential to commercial/small industrial.
Net margin for the three months ended June 30, 1996 increased
$1,640,000 as compared to the same period last year. This increase in net margin
is attributable to the items shown below (in thousands):
<TABLE>
<CAPTION>
Commercial/ Large
Small Commercial/
Residential Industrial Industrial Other Total
----------- ---------- ---------- ------- ------
<S> <C> <C> <C> <C> <C>
Volume variances, net $1,123 $ 578 $ 418 $ - $2,119
Other - - - (479) (479)
------ ----- ----- ------ ------
Total $1,123 $ 578 $ 418 $ (479) $1,640
====== ===== ===== ====== ======
</TABLE>
This increase in net margin is due primarily to an increase in the
number of customers served.
7
<PAGE>
(Amounts in thousands except
degree day data) Nine Months Ended June 30
----------------------------------------
Increase
1996 1995 (Decrease) %
-------- -------- -------- --
Gross margin $124,441 $114,786 $ 9,655 8
Less - Franchise taxes 8,854 7,104 1,750 25
-------- -------- --------
Net margin $115,587 $107,682 $ 7,905 7
======== ======== ========
Total volume throughput (DT):
Residential 21,379 16,529 4,850 29
Commercial/small industrial 12,863 10,471 2,392 23
Large commercial/industrial 22,237 22,608 (371) (2)
-------- -------- --------
56,479 49,608 6,871 14
======== ======== ========
Raleigh/Durham area degree days:
Actual 3,816 2,936 880 30
Normal 3,341 3,323 18 1
Percent of normal 114% 88%
Weather normalization adjustment
income (refund), net of
franchise taxes $ (8,735) $ 5,800 $(14,535)
The increase in normal degree days for the nine and twelve months ended
June 30, 1996 is due to an additional day for the leap year.
Net margin for the nine months ended June 30, 1996 increased $7,905,000
as compared to the same period last year. This increase in net margin is
attributable to the items shown below (in thousands):
<TABLE>
<CAPTION>
Commercial/ Large
Small Commercial/
Residential Industrial Industrial Other Total
----------- ---------- ---------- ----- -------
<S> <C> <C> <C> <C> <C>
Cardinal rate increase
(effective 1/95) $ 917 $ 452 $ 267 $ - $ 1,636
Volume variances, net 3,943 1,465 50 - 5,458
Refund made in 10/94 - - - 732 732
Other - - - 79 79
------- ------- ------- ----- -------
Total $ 4,860 $ 1,917 $ 317 $ 811 $ 7,905
======= ======= ======= ====== =======
</TABLE>
This increase in net margin is due primarily to an increase in the
number of customers served and the Cardinal Pipeline rate increase effective
January 26, 1995.
8
<PAGE>
MANAGEMENT'S DISCUSSION (Continued)
(Amounts in thousands except
degree day data) Twelve Months Ended June 30
----------------------------------------
Increase
1996 1995 (Decrease) %
-------- -------- -------- --
Gross margin $140,483 $129,691 $ 10,792 8
Less - Franchise taxes 9,692 8,072 1,620 20
-------- -------- --------
Net margin $130,791 $121,619 $ 9,172 8
======== ======== ========
Total volume throughput (DT):
Residential 22,417 17,531 4,886 28
Commercial/small industrial 14,247 11,839 2,408 20
Large commercial/industrial 28,826 29,225 (399) (1)
-------- -------- --------
65,490 58,595 6,895 12
======== ======== ========
Raleigh/Durham area degree days:
Actual 3,834 2,943 891 30
Normal 3,359 3,341 18 1
Percent of normal 114% 88%
Weather normalization adjustment
income (refund), net of
franchise taxes $ (8,735) $ 5,800 $(14,535)
Net margin for the twelve months ended June 30, 1996 increased
$9,172,000 as compared to the same period last year. This increase in net margin
is attributable to the items shown below (in thousands):
<TABLE>
<CAPTION>
Commercial/ Large
Small Commercial/
Residential Industrial Industrial Other Total
----------- ---------- ---------- ----- -------
<S> <C> <C> <C> <C> <C>
General rate increase
(effective 10/94) $ 1,191 $ 291 $ (456) $ - $ 1,026
Cardinal rate increase 993 540 454 - 1,987
(effective 1/95)
Volume variances, net 4,386 1,530 25 - 5,941
Refund made in 10/94 - - - 732 732
Other - - - (514) (514)
------- ------ ------ ------ -------
Total $ 6,570 $2,361 $ 23 $ 218 $ 9,172
======= ====== ====== ====== =======
</TABLE>
This increase in net margin is due primarily to an increase in the
number of customers served, the general rate increase effective October 7, 1994,
and the Cardinal Pipeline rate increase effective January 26, 1995.
9
<PAGE>
Operating and maintenance expenses for the three, nine and twelve
months ended June 30, 1996 increased 4%, 8% and 7%, respectively, as compared to
the same periods last year. Prior period expenses for the nine and twelve months
reflect reductions of $1,138,000 for the accounting adjustments discussed below.
Absent these adjustments, operating and maintenance expenses for the nine and
twelve months ended June 30, 1996, respectively, increased only 4% and 5% from
the comparable periods the prior year. Adjustments in the prior periods which
lowered operating and maintenance expenses include $829,000 related to health
and life insurance refunds received due to favorable experience realized, along
with the transfer of a large number of employees to a less-costly health
maintenance organization (HMO) provider. Also contributing was a $750,000
reversal of expenses related to the investigation of former manufactured gas
plant (MGP) sites. A favorable ruling in PSNC's November 1994 general rate case
order enables PSNC to recover such prudently incurred expenses through gas
rates. The prior period credits are partially offset by one-time charges of
$441,000 recorded in March 1995. These charges included New York Stock Exchange
listing fees and employee severance expenses related to department
reorganizations. Operating and maintenance expenses increased in all periods due
to an increase in the provision for uncollectible accounts, which is based on
revenues, increased salary expenses and related employee benefits. These
increases were partially offset by decreased power usage at the liquefied
natural gas facility and decreased outside consulting expenses related to
information systems and employee benefits.
Depreciation expense increased for the three, nine and twelve months
ended June 30, 1996 due to utility plant additions. General taxes for the three,
nine and twelve months ended June 30, 1996 increased 23%, 17%, and 13%,
respectively, as compared to the same periods last year. These increases are
mainly due to increased franchise taxes based on operating revenues that
increased 41%, 25%, and 20% as compared to the same periods last year.
Other income for the three, nine and twelve months ended June 30, 1996
increased $982,000, $2,504,000 and $1,606,000, respectively, as compared to the
same periods last year. These increases are primarily due to interest income
associated with deferred gas costs and gains realized by PSNC's gas marketing
subsidiary from an increase in both natural gas brokering activities and the
number of customers served. Also contributing was a $265,000 gain from the sale
of land during June 1996 and improvements in merchandising operations. The
three- and nine-month periods reflect an increase in income from secondary
market transactions entered into by the utility. Secondary market transactions
are any transactions that utilize capacity rights on interstate pipelines.
Effective November 1, 1995, the shareholder portion of the margins on secondary
market transactions increased from 10% to 25% by an order of the North Carolina
Utilities Commission (NCUC). The increase for the twelve-month period was
partially offset by a decline in income from secondary market transactions due
to the reclassification of pipeline capacity sales income to other income from
operating revenues during fiscal 1994.
Interest deductions for the three, nine and twelve months ended June
30, 1996 increased 15%, 14% and 12%, respectively, as compared to the same
periods last year. The primary reasons for the increase in the three-, nine- and
twelve-month periods are interest expense increases due to the January 1996
issuance of $50,000,000 of 6.99%
10
<PAGE>
MANAGEMENT'S DISCUSSION (Continued)
Senior Debentures due 2026. Interest expense on short-term debt increased for
the nine- and twelve-month periods ended June 30, 1996 due to the higher average
short-term bank loans outstanding and increased weighted interest rates.
The change in earnings per share for all three periods reflects
increases of 3% in the average number of common shares outstanding as compared
to the same periods last year. These increases are primarily due to shares
issued through PSNC's dividend reinvestment, employee stock purchase and
nonqualified stock option plans.
Changes in Financial Condition
The capital expansion program, through the construction of lines,
services, systems, and facilities, and the purchase of equipment, is designed to
help PSNC meet the growing demand for its product. PSNC's fiscal 1996
construction budget is approximately $61,000,000, compared to actual
construction expenditures for fiscal 1995 of $61,119,000. The construction
program is regularly reviewed by management and is dependent upon PSNC's
continuing ability to generate adequate funds internally and to sell new issues
of debt and equity securities on acceptable terms. Construction expenditures
during the nine and twelve months ended June 30, 1996 were $43,689,000 and
$65,099,000, respectively, as compared to $39,709,000 and $58,065,000 for the
same periods a year ago.
PSNC generally finances its operations with internally generated funds,
supplemented with bank lines of credit to satisfy seasonal requirements. PSNC
also borrows under its bank lines of credit to finance portions of its
construction expenditures pending refinancing through the issuance of equity or
long-term debt at a later date depending upon prevailing market conditions. PSNC
has committed lines of credit with seven commercial banks which vary monthly
depending upon seasonal requirements and a five-year revolving line with one
bank. For the twelve-month period beginning April 1, 1996, total lines of credit
with these banks range from a minimum of $24,000,000 to a winter-period maximum
of $79,000,000. PSNC also has uncommitted annual lines of credit totaling
$80,000,000. Lines of credit are evaluated periodically by management and
renegotiated to accommodate anticipated short-term financing needs. Management
believes these lines are currently adequate to finance a portion of construction
expenditures, stored gas inventories and other corporate needs.
During September 1995, PSNC made an additional principal payment on its
10% Senior Debentures due 2003 of $2,500,000, the maximum additional annual
payment permitted pursuant to the terms of the debenture agreement.
Effective December 1, 1995, PSNC redeemed the remaining $3,680,000
balance of its 8% Series I First Mortgage Bonds, due 1998, at a redemption price
of 100.35%. PSNC financed this redemption through the use of short-term bank
debt. Since this retired the balance of first mortgage bonds, PSNC has closed
the original indenture and all supplemental indentures.
11
<PAGE>
On December 20, 1995, PSNC filed with the Securities and Exchange
Commission a registration statement covering up to an aggregate amount of
$125,000,000 of unsecured debt securities. On January 10, 1996, PSNC sold
$50,000,000 of 6.99% Senior Debentures due 2026 in a public offering under the
registration statement. The net proceeds of $49,562,500 received on January 16,
1996 were used to pay down a significant portion of the then outstanding
short-term bank debt.
At June 30, 1996, restricted cash and temporary investments were
$5,776,000. These funds primarily represent refunds received from PSNC's
pipeline supplier that have not yet been deposited into the expansion fund in
the Office of the State Treasurer. This fund was created by an order of the
NCUC, dated June 3, 1993, for the purpose of financing the construction of
natural gas lines into unserved areas of PSNC's service territory that otherwise
would not be economically feasible to serve.
The increase in receivables at June 30, 1996 of $11,065,000, as
compared to June 30, 1995, reflects increased gas sales due to colder weather
and increased tariff rates which resulted from increases in PSNC's wholesale
cost of gas.
Accounts payable increased $10,422,000 as compared to June 30, 1995
mainly due to approximately 400,000 dekatherms of additional gas purchases and
to increased payables related to computer equipment purchases.
Net deferred gas costs fluctuate in response to the operation of PSNC's
Rider D rate mechanism. This mechanism allows PSNC to recover margin losses on
negotiated sales to large commercial and industrial customers with alternate
fuel capability. It also allows PSNC to recover from customers all prudently
incurred gas costs. On a monthly basis, any difference in amounts paid and
collected for these costs is recorded for subsequent refund to or collection
from PSNC's customers. Deferred gas costs at June 30, 1996 represent
undercollections from customers of $12,782,000. These undercollections primarily
reflect the unanticipated surge in the price of natural gas during January 1996
when PSNC experienced record throughput. PSNC's deferred gas costs balances are
approved by the NCUC in annual gas cost prudence reviews and are collected from
or refunded to customers over a subsequent twelve-month period. Amounts that
have not been collected from or refunded to customers bear interest at an annual
rate of 10% as required by the NCUC. PSNC's strategy is to manage the balance of
deferred gas costs to a minimal level over a twelve-month period. Deferred gas
costs at June 30, 1995 reflect overcollections of demand costs from customers of
$1,298,000.
On April 30, 1996, the Federal Energy Regulatory Commission (FERC) made
a preliminary determination to grant a certificate authorizing the construction
and operation of the Pine Needle LNG project, a liquefied natural gas (LNG)
storage facility in Guilford County, North Carolina. The FERC has approved a
12.75% return on equity for the project, and stated that the debt component of
the rate structure will be determined after permanent financing is obtained.
During July 1996, the FERC completed its environmental assessment of Pine Needle
and concluded that the project would have no significant environmental impact.
On May 30, 1996, the NCUC filed an application for rehearing of the preliminary
determination. In its request, the NCUC contested the approved rate of return on
equity and the proposed capital structure. The FERC has not acted on the merits
12
<PAGE>
MANAGEMENT'S DISCUSSION (Continued)
of this application for rehearing. Through June 30, 1996, PSNC Blue Ridge
Corporation, a subsidiary of PSNC, has invested $1,713,000 in the project.
Rate Matters
PSNC filed a general rate case with the NCUC on March 1, 1996 asking
for a 4.9%, or approximately $15,400,000, increase in annual revenues. On July
23, 1996, a negotiated settlement of the case was filed with the NCUC. This
settlement, if approved by the NCUC, will increase PSNC's rates by approximately
$2,700,000 annually and authorizes a return on net investment of 10.37%. The
settlement also allows PSNC to retain approximately $3,500,000 annually of fixed
gas costs that previously would have been refunded to customers. Therefore, the
total effect of the general rate case settlement will be an annual increase in
gross margin of approximately $6,200,000. PSNC expects a general rate order
approving the settlement from the NCUC on or about October 1, 1996.
Effective July 15, 1996, the NCUC added seven counties in western North
Carolina to PSNC's franchised service territory. PSNC's franchised service
territory now consists of all or parts of 33 counties in North Carolina.
13
<PAGE>
<TABLE>
EXHIBIT 11
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
COMPUTATION OF EARNINGS PER SHARE
(In thousands, except per share amounts)
<CAPTION>
Three Months Ended Nine Months Ended Twelve Months Ended
June 30 June 30 June 30
------------------ ------------------ --------------------
1996 1995 1996 1995 1996 1995
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Net income $ 1,441 $ 605 $ 29,148 $ 25,771 $ 24,798 $ 22,207
-------- -------- -------- -------- -------- --------
Average common shares outstanding 19,066 18,587 18,932 18,452 18,869 18,389
Additional dilutive effect of
outstanding options (as determined
by the application of the treasury
stock method) 73 50 82 50 76 50
-------- -------- -------- -------- -------- --------
Average common shares outstanding
as adjusted 19,139 18,637 19,014 18,502 18,945 18,439
-------- -------- -------- -------- -------- --------
Earnings per share, as adjusted $ .08 $ .03 $1.53 $1.39 $1.31 $1.20
===== ===== ===== ===== ===== =====
<FN>
This calculation is submitted in accordance with Regulation S-K item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB Opinion
No. 15 because it results in dilution of less than 3%.
</FN>
</TABLE>
14
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
As more fully disclosed in Part I under "Environmental Matters" and in Part II
in Note 8 to the financial statements in the Annual Report on Form 10-K for the
period ending September 30, 1995, PSNC owns or has owned portions of sites at
which manufactured gas plants were formerly operated and is cooperating with the
North Carolina Department of Environment, Health and Natural Resources to
investigate these sites.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
10-A-24 Firm Transportation Service Agreement under Rate
Schedule FT, dated January 24, 1996, between PSNC and
Transcontinental Gas Pipe Line Corporation.
10-A-25 General Storage Service Agreement under Rate Schedule
GSS, dated October 17, 1995, between PSNC and CNG
Transmission Corporation.
10-A-26 Firm Transportation Service Agreement under Rate
Schedule FT-NN-GSS, dated October 17, 1995, between
PSNC and CNG Transmission Corporation.
10-A-27 Firm Transportation Service Agreement under Rate
Schedule FT, dated January 24, 1996, between PSNC and
CNG Transmission Corporation.
10-A-28 Firm Transportation Service Agreement under Rate
Schedule FT-NN, dated October 17, 1995, between PSNC
and CNG Transmission Corporation.
10-A-29 Firm Transportation Service Agreement under Rate
Schedule FT, dated January 19, 1996, between PSNC and
Texas Gas Transmission Corporation.
15
<PAGE>
10-A-30 Firm Transportation Service Agreement under Rate
Schedule FT-1, dated October 30, 1995, between PSNC
and Texas Eastern Transmission Corporation.
10-A-31 Interruptible Transportation Service Agreement under
Rate Schedule IT, dated January 23, 1996, between
PSNC and Transcontinental Gas Pipe Line Corporation.
11 Statement re: computation of per share earnings.
27 Financial Data Schedule.
b. Forms 8-K
There were no reports on Form 8-K filed during the three months ended
June 30, 1996.
16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PUBLIC SERVICE COMPANY
OF NORTH CAROLINA, INCORPORATED
(Registrant)
Date August 12, 1996 -------------------------------
s\ Charles E. Zeigler, Jr.
Chairman, President and
Chief Executive Officer
Date August 12, 1996 -------------------------------
s\ Robert D. Voigt
Senior Vice President - Corporate
Development and Chief Financial Officer
17
EXHIBIT 10-A-24
Contract No.1.2381
SERVICE AGREEMENT
between
TRANSCONTINENTAL GAS PIPE LINE CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
January 24, 1996
<PAGE>
SERVICE AGREEMENT
THIS AGREEMENT entered into this twenty-fourth day of January, 1996, by
and between TRANSCONTINENTAL GAS PIPE LINE CORPORATION, a Delaware corporation,
hereinafter referred to as "Seller," first party, and PUBLIC SERVICE COMPANY OF
NORTH CAROLINA, INC., hereinafter referred to as "Buyer," second party,
W I T N E S S E T H
WHEREAS, pursuant to Order Nos. 636, issued by the Federal Energy
Regulatory Commission (Commission) and Seller's procedures set forth on page 7
of Seller's August 4, 1993 Order No. 636 Compliance Filing in Docket No.
RS92-86, Buyer has notified Seller of its desire to unbundle its bundled firm
transportation service under Seller's Rate Schedule FT-NT and convert such
service from Part 157 of the Commission's regulations to service with Seller and
the upstream pipeline(s) under Part 284(G) of the Commission's regulations; and
WHEREAS, Buyer has designated that Seller's Part 284(G) service will be
rendered under Seller's Rate Schedule FT; and
WHEREAS, Seller has prepared this agreement for service for Buyer under
Rate Schedule FT, and this agreement will supersede and terminate the existing
service agreement between Seller and Buyer under Rate Schedule FT-NT (Transco
system contract number .6213); and
WHEREAS, this agreement shall not be effective until Seller's service
agreement(s) with the upstream transporter(s) has (have) been amended to reflect
Seller's reduced transportation service entitlement.
NOW, THEREFORE, Seller and Buyer agree as follows:
ARTICLE I
GAS TRANSPORTATION SERVICE
1. Subject to the terms and provisions of this agreement and of
Seller's Rate Schedule FT, Buyer agrees to deliver or cause to be delivered to
Seller gas for transportation and Seller agrees to receive, transport and
redeliver natural gas to Buyer or for the account of Buyer, on a firm basis, up
to the dekatherm equivalent of a Transportation Contract Quantity ("TCQ") of
5,000 Mcf per day.
2. Transportation service rendered hereunder shall not be subject to
curtailment or interruption except as provided in Section 11 of the General
Terms and Conditions of Seller's FERC Gas Tariff.
ARTICLE II
POINT(S) OF RECEIPT
Buyer shall deliver or cause to be delivered gas at the point(s) of
receipt hereunder at a pressure sufficient to allow the gas to enter Seller's
pipeline system at the varying pressures that may exist in such system from time
to time; provided, however, the pressure of the gas delivered or caused to be
delivered by Buyer shall not exceed the maximum operating pressure(s) of
Seller's pipeline system at such point(s) of receipt. In the event the maximum
operating pressure(s) of Seller's pipeline system, at the point(s) of receipt
hereunder, is from time to time increased or decreased, then the maximum
allowable pressure(s) of the gas delivered or caused to be delivered by Buyer to
Seller at the point(s) of receipt shall be correspondingly increased or
decreased upon written notification of Seller to Buyer. The point(s) of receipt
for natural gas received for transportation pursuant to this agreement shall be:
<PAGE>
SERVICE AGREEMENT (CONTINUED)
See Exhibit A, attached hereto, for points of receipt.
ARTICLE III
POINT(S) OF DELIVERY
Seller shall redeliver to Buyer or for the account of Buyer the gas
transported hereunder at the following point(s) of delivery and at a pressure(s)
of :
See Exhibit B, attached hereto, for points of delivery and pressures.
ARTICLE IV
TERM OF AGREEMENT
This agreement shall be effective as of January 24, 1996 and shall
remain in force and effect until 8:00 a.m. Eastern Standard Time November 1,
2007, and thereafter until terminated by Seller or Buyer upon at least twelve
(12) months prior written notice; provided, however, this agreement shall
terminate immediately and, subject to the receipt of necessary authorizations,
if any, Seller may discontinue service hereunder if (a) Buyer, in Seller's
reasonable judgement fails to demonstrate credit worthiness, and (b) Buyer fails
to provide adequate security in accordance with Section 32 of the General Terms
and Conditions of Seller's Volume No. 1 Tariff. As set forth in Section 8 of
Article II of Seller's August 7, 1989 revised Stipulation and Agreement in
Docket Nos. RP88-68 et. al., (a) pregranted abandonment under Section 284.221(d)
of the Commission's Regulations shall not apply to any long term conversions
from firm sales service to transportation service under Seller's Rate Schedule
FT and (b) Seller shall not exercise its right to terminate this service
agreement as it applies to transportation service resulting from conversions
from firm sales service so long as Buyer is willing to pay rates no less
favorable than Seller is otherwise able to collect from third parties for such
service.
ARTICLE V
RATE SCHEDULE AND PRICE
1. Buyer shall pay Seller for natural gas delivered to Buyer hereunder
in accordance with Seller's Rate Schedule FT and the applicable provisions of
the General Terms and Conditions of Seller's FERC Gas Tariff as filed with the
Federal Energy Regulatory Commission, and as the same may be legally amended or
superseded from time to time. Such Rate Schedule and General Terms and
Conditions are by this reference made a part hereof.
2. Seller and Buyer agree that the quantity of gas that Buyer delivers
or causes to be delivered to Seller shall include the quantity of gas retained
by Seller for applicable compressor fuel, line loss makeup (and injection fuel
under Seller's Rate Schedule GSS, if applicable) in providing the transportation
service hereunder, which quantity may be changed from time to time and which
will be specified in the currently effective Sheet No. 44 of Volume No. 1 of
this Tariff which relates to service under this agreement and which is
incorporated herein.
3. In addition to the applicable charges for firm transportation
service pursuant to Section 3 of Seller's Rate Schedule FT, Buyer shall
reimburse Seller for any and all filing fees incurred as a result of Buyer's
request for service under Seller's Rate Schedule FT, to the extent such fees are
imposed upon Seller by the Federal Energy Regulatory Commission or any successor
governmental authority having jurisdiction.
<PAGE>
ARTICLE VI
MISCELLANEOUS
1. This Agreement supersedes and cancels as of the effective date
hereof the following contract(s) between the parties hereto:
Rate Schedule FT-NT Service Agreement between Seller and Buyer,
dated July 20, 1992 (Transco system contract number .6213).
2. No waiver by either party of any one or more defaults by the other
in the performance of any provisions of this agreement shall operate or be
construed as a waiver of any future default or defaults, whether of a like or
different character.
3. The interpretation and performance of this agreement shall be in
accordance with the laws of the State of Texas, without recourse to the law
governing conflict of laws, and to all present and future valid laws with
respect to the subject matter, including present and future orders, rules and
regulations of duly constituted authorities.
4. This agreement shall be binding upon, and inure to the benefit of
the parties hereto and their respective successors and assigns.
5. Notices to either party shall be in writing and shall be considered
as duly delivered when mailed to the other party at the following address:
(a) If to Seller:
Transcontinental Gas Pipe Line Corporation
P.O. Box 1396
Houston, Texas, 77251
Attn: Customer Services
(b) If to Buyer:
Public Service Company of North Carolina
P.O. Box 1398
Gastonia, North Carolina 28053-1398
Attn: Vice President - Gas Supply
Such addresses may be changed from time to time by mailing appropriate notice
thereof to the other party by certified or registered mail.
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
signed by their respective officers or representatives thereunto duly
authorized.
TRANSCONTINENTAL GAS PIPE LINE CORPORATION
(Seller)
By: s\ Frank J. Ferazzi
------------------------------
Frank J. Ferazzi
Vice President - Customer Service
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
(Buyer)
By: s\ Franklin H. Yoho
-------------------------------
Franklin H. Yoho
Senior Vice President
<PAGE>
EXHIBIT A
Buyer's Capacity
Point(s) of Receipt Entitlement (Mcf/d) 1/
The point of interconnection between the 5,000
facilities of Seller and CNG Transmission Corporation
at Leidy in Clinton County, Pennsylvania.
1/ These quantities do not include the additional quantities of gas
retained by Seller for applicable compressor fuel and line loss make-up
provided for in Article V,2 of this Service Agreement, which are
subject to change as provided for in Article V,2 hereof.
<PAGE>
EXHIBIT B
Point(s) of Delivery Pressure(s)
The point of interconnection Prevailing pressures in Seller's
between Seller's Leidy Line and pipeline system.
its main line in Mercer County,
New Jersey.
EXHIBIT 10-A-25
SERVICE AGREEMENT
between
CNG TRANSMISSION CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
DATED
October 17, 1995
<PAGE>
SERVICE AGREEMENT
APPLICABLE TO THE STORAGE OF NATURAL GAS
UNDER RATE SCHEDULE GSS
(PART 284)
AGREEMENT made as of this October 17, 1995, by and between CNG
TRANSMISSION CORPORATION, a Delaware corporation, hereinafter called "Pipeline,"
and PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC., a North Carolina
corporation, hereinafter called "Customer."
WHEREAS, on October 4, 1993, Pipeline and Rochester Gas and Electric
Corporation ("RG&E") entered into a Marketing Agreement that was designed to
permit Pipeline to assist RG&E in marketing RG&E's upstream transportation
capacity on Texas Eastern Transmission Corporation ("Texas Eastern"), Tennessee
Gas Pipeline Company ("Tennessee"), and on-system storage demand and capacity,
and related transportation capacity on Pipeline;
WHEREAS, Pipeline and Customer entered into a Letter Agreement on
September 17, 1993, in which it was agreed that Customer would acquire part of
the RG&E capacity;
WHEREAS, Pipeline and Texas Eastern sought authorization of the
Federal Energy Regulatory Commission ("FERC") as necessary to construct
facilities and to provide certain services to Customer, in two FERC dockets:
Texas Eastern Transmission Corporation, Docket No. CP94-6-000, and CNG
Transmission Corporation, Docket No. CP94-89-000;
WHEREAS, by order issued November 1, 1994, in the referenced dockets
(69 FERC P. 61,132 (1994)), the FERC granted Pipeline and Texas Eastern
certificates of public convenience and necessity, but materially modified
portions of the original proposal and refused to rule on other portions;
WHEREAS, on January 12, 1995, Pipeline and Customer entered into a
Letter Agreement amending the September 17, 1993 Agreement, so that Customer's
capacity would be established in two phases:
Phase I beginning on April 1, 1995 for 720,000 Dt of Storage Capacity
under Pipeline's Rate Schedule GSS with a related Storage Demand of
12,000 Dt/day, and on November 1, 1995 for firm transportation capacity
of 8,000 Dt/day on Pipeline's system; and
Phase II beginning on April 1, 1996 for 360,000 Dt of additional
Storage Capacity under Pipeline's Rate Schedule GSS with a related
Storage Demand of 6,000 Dt/day, and November 1, 1996 for 4,000 Dt/day
of firm transportation capacity on Pipeline's system;
WHEREAS, on February 1, 1995, Pipeline and RG&E entered into a
Replacement Marketing Agreement to reflect the modifications in the November 1,
1994, FERC Order; and
<PAGE>
WHEREAS, Pipeline and Texas Eastern filed a Joint Stipulation and
Agreement in the referenced dockets on February 21, 1995, which the FERC
approved by order issued May 31, 1995, authorizing certain services by Pipeline
for Customer including the services reflected in this Service Agreement (71 FERC
P. 61,244 (1995));
NOW, THEREFORE, WITNESSETH: That in consideration of the mutual
covenants herein contained, the parties hereto agree that Pipeline will store
natural gas for Customer during the term, at the rates and on the terms and
conditions hereinafter provided and, with respect to gas delivered by each of
the parties to the other, under and subject to Pipeline's Rate Schedule GSS and
all of the General Terms and Conditions contained in Pipeline's FERC Gas Tariff
and any revisions thereof that may be made effective hereafter:
ARTICLE I
Quantities
Beginning as of April 1, 1995 and thereafter for the remaining term of
this agreement, Customer agrees to deliver to Pipeline and Pipeline agrees to
receive for storage in Pipeline's underground storage properties, and Pipeline
agrees to inject or cause to be injected into storage for Customer's account,
store, withdraw from storage, and deliver to Customer and Customer agrees to
receive, quantities of natural gas as set forth on Exhibit A, attached hereto.
ARTICLE II
Rate
A. For storage service rendered by Pipeline to Customer hereunder,
Customer shall pay Pipeline the maximum rates and charges provided under Rate
Schedule GSS contained in Pipeline's effective FERC Gas Tariff or any effective
superseding rate schedule.
B. Pipeline shall have the right to propose, file and make effective
with the Federal Energy Regulatory Commission or any other body having
jurisdiction, revisions to any applicable rate schedule, or to propose, file,
and make effective superseding rate schedules for the purpose of changing the
rate, charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule GSS "Applicability and Character of
Service," (ii) term, (iii) quantities, and (iv) points of receipt and points of
delivery shall not be subject to unilateral change under this Article. Said rate
schedule or superseding rate schedule and any revisions thereof which shall be
filed and made effective shall apply to and become a part of this Service
Agreement. The filing of such changes and revisions to any applicable rate
schedule shall be without prejudice to the right of Customer to contest or
oppose such filing and its effectiveness.
C. The Storage Demand Charge and the Storage Capacity Charge provided
in the aforesaid rate schedule shall commence on April 1, 1995.
<PAGE>
ARTICLE III
Term of Agreement
Subject to all the terms and conditions herein, this Agreement shall be
effective as of April 1, 1995, and shall continue in effect for a primary term
through and including March 31, 2016, and for subsequent annual terms of April 1
through March 31 thereafter, until either party terminates this Agreement by
giving written notice to the other at least twenty-four months prior to the
start of an annual term.
ARTICLE IV
Points of Receipt and Delivery
The Points of Receipt for Customer's tender of storage injection
quantities, and the Point(s) of Delivery for withdrawals from storage shall be
specified on Exhibit A, attached hereto.
ARTICLE V
Incorporation By Reference of Tariff Provisions
To the extent not inconsistent with the terms and conditions of this
Agreement, the following provisions of Pipeline's effective FERC Gas Tariff, and
any revisions thereof that may be made effective hereafter are hereby made
applicable to and a part hereof by reference:
1. All of the provisions of Rate Schedule GSS, or any effective super-
seding rate schedule or otherwise applicable rate schedule; and
2. All of the provisions of the General Terms and Conditions, as they
may be revised or superseded from time to time.
ARTICLE VI
Miscellaneous
A. No change, modification or alteration of this Agreement shall be or
become effective until executed in writing by the parties hereto; provided,
however, that the parties do not intend that this Article VI.A. requires a
further written agreement either prior to the making of any request or filing
permitted under Article II hereof or prior to the effectiveness of such request
or filing after Commission approval, provided further, however, that nothing in
this Agreement shall be deemed to prejudice any position the parties may take as
to whether the request, filing or revision permitted under Article II must be
made under Section 7 or Section 4 of the Natural Gas Act.
B. Any notice, request or demand provided for in this Agreement, or any
notice which either party may desire to give the other, shall be in writing and
sent to the following addresses:
Pipeline: CNG Transmission Corporation
445 West Main Street
Clarksburg, West Virginia 26301
Attention: Vice President, Marketing and
Customer Services
<PAGE>
Customer: Public Service Company of North Carolina, Inc.
400 Cox Road
P.O. Box 1398
Gastonia, NC 28053-1398
Attention: Sr. Vice President, Gas Supply &
Marketing
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either party
hereto as a result of any responsibility either party may have had for
drafting this Agreement.
D. The subject headings of the provisions of this Agreement are in-
serted for the purpose of convenient reference and are not intended to
become a part of or to be considered in any interpretation of such provisions.
E. The capacity herein is in addition to the services currently
provided by Pipeline to Customer. Therefore, this Service Agreement does not
supersede or cancel any current Service Agreement between Customer and Pipeline.
If this Service Agreement becomes effective as an executed Service Agreement,
its quantities shall be in addition to the contract quantities set forth in
Exhibit A to the Service Agreement between Customer and Pipeline under Rate
Schedule GSS, dated October 8, 1993, effective November 1, 1993.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
signed by their duly authorized officials as of the day and year first above
written.
CNG TRANSMISSION CORPORATION
(Pipeline)
By: s\ Joseph A. Curia
Its: Vice President
PUBLIC SERVICE COMPANY OF NORTH
CAROLINA, INC.
(Customer)
<PAGE>
By: s\ Franklin H. Yoho
Its: Senior Vice President -
Marketing & Gas Supply
(Title)
<PAGE>
EXHIBIT A
To The Storage Service Agreement
Dated October 17, 1995
Between CNG Transmission Corporation and
Public Service Company of North Carolina, Inc.
A. Quantities
The quantities of natural gas storage service which Customer may utilize
under this Service Agreement, as well as Customer's applicable Billing
Determinants, are as follows:
1. Effective upon implementation of Phase I, commencing November 1,
1995:
a. Storage Capacity of 720,000 Dekatherms (Dt), and
b. Storage Demand of 12,000 Dt per day.
2. Effective upon implementation of Phase III, commencing April 1, 1997:
a. An additional 360,000 Dt of Storage Capacity, for a total
Storage Capacity of 1,080,000 Dt.
b. An additional 6,000 Dt per Day of Storage Demand, for a total
Storage Demand of 18,000 Dt per Day.
3. Termination of Phase I Quantities:
Upon twenty four months' prior written notice, Customer may reduce the
Storage Capacity by up to 720,000 Dt and the Storage Demand by a corresponding
quantity, up to 12,000 Dt per Day, effective at any time after March 31, 2015.
B. Points of Receipt
1. Customer shall use its Service Agreement with Pipeline under Rate
Schedule FTNN to nominate gas for injection into storage under this GSS
Agreement. In the event that:
a. Customer releases capacity under this GSS Agreement without
releasing corresponding capacity under its Rate Schedule FTNN
Service Agreement to the same Replacement Customer for injec-
tion purposes; or
b. Customer uses another service agreement to tender gas for
subsequent injection into storage under this GSS Agreement;
<PAGE>
EXHIBIT A
October 17, 1995 GSS Agreement (Part 284)
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 2 of 2
then the Points of Receipt under this GSS Agreement for such firm
storage injection quantities shall be the points of injection into
Pipeline's storage pool(s).
2. Nothing in this Service Agreement shall relieve Customer from tendering
quantities for injection at Receipt Points as specified in Customer's
currently effective "Service Agreement Applicable to Transportation Of
Natural Gas Under Rate Schedule FTNN" between Pipeline and Public
Service Company of North Carolina, Inc. dated October 17, 1995
C. Points of Delivery
1. The Point(s) of Delivery for subsequent transportation to Customer of
all firm storage withdrawal quantities shall be the points of
withdrawal from Pipeline's storage pool(s).
2. These Point(s) of Delivery shall only be Primary, as defined in
Pipeline's FERC Gas Tariff, to the extent that corresponding
transportation from the points of withdrawal from Pipeline's storage
pool(s) is provided under the "Service Agreement Applicable to
Transportation Of Natural Gas Under Section 8 of Rate Schedule FTNN
(FTNN-GSS Service)" between Pipeline and Public Service Company of
North Carolina, Inc., dated October 17, 1995.
EXHIBIT 10-A-26
SERVICE AGREEMENT
between
CNG TRANSMISSION CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
DATED
October 17, 1995
<PAGE>
SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER SECTION 8 OF RATE SCHEDULE FTNN
(FTNN-GSS SERVICE)
AGREEMENT made as of this October 17, 1995, by and between CNG
TRANSMISSION CORPORATION, a Delaware corporation, hereinafter called "Pipeline,"
and PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC., a North Carolina
corporation, hereinafter called "Customer."
WHEREAS, on October 4, 1993, Pipeline and Rochester Gas and Electric
Corporation ("RG&E") entered into a Marketing Agreement that was designed to
permit Pipeline to assist RG&E in marketing RG&E's upstream transportation
capacity on Texas Eastern Transmission Corporation ("Texas Eastern"), Tennessee
Gas Pipeline Company ("Tennessee"), and on-system storage demand and capacity,
and related transportation capacity on Pipeline;
WHEREAS, Pipeline and Customer entered into a Letter Agreement on
September 17, 1993, in which it was agreed that Customer would acquire part of
the RG&E capacity;
WHEREAS, Pipeline and Texas Eastern sought authorization of the Federal
Energy Regulatory Commission ("FERC") as necessary to construct facilities and
to provide certain services to Customer, in two FERC dockets: Texas Eastern
Transmission Corporation, Docket No. CP94-6-000, and CNG Transmission
Corporation, Docket No. CP94-89-000;
WHEREAS, by order issued November 1, 1994, in the referenced dockets (69
FERC P. 61,132 (1994)), the FERC granted Pipeline and Texas Eastern certificates
of public convenience and necessity, but materially modified portions of the
original proposal and refused to rule on other portions;
WHEREAS, on January 12, 1995, Pipeline and Customer entered into a Letter
Agreement amending the September 17, 1993 Agreement, so that Customer's capacity
would be established in two phases:
Phase I beginning on April 1, 1995 for 720,000 Dt of Storage Capacity
under Pipeline's Rate Schedule GSS with a related Storage Demand of
12,000 Dt/day, and on November 1, 1995 for firm transportation capacity
of 8,000 Dt/day on Pipeline's system; and
Phase II beginning on April 1, 1996 for 360,000 Dt of additional
Storage Capacity under Pipeline's Rate Schedule GSS with a related
Storage Demand of 6,000 Dt/day, and November 1, 1996 for 4,000 Dt/day
of firm transportation capacity on Pipeline's system;
<PAGE>
WHEREAS, on February 1, 1995, Pipeline and RG&E entered into a Replacement
Marketing Agreement to reflect the modifications in the November 1, 1994, FERC
Order; and
WHEREAS, Pipeline and Texas Eastern filed a Joint Stipulation and
Agreement in the referenced dockets on February 21, 1995, which the FERC
approved by order issued May 31, 1995, authorizing certain services by Pipeline
for Customer including the services reflected in this Service Agreement (71 FERC
P. 61,244 (1995));
NOW, THEREFORE, WITNESSETH: That, in consideration of the mutual covenants
herein contained, the parties hereto agree as follows:
ARTICLE I
Quantities
A. During the term of this Agreement, Pipeline will transport for
Customer, on a firm basis, and Customer may furnish, or cause to be furnished,
to Pipeline natural gas for such transportation, and Customer will accept, or
cause to be accepted, delivery from Pipeline of the quantities Customer has
tendered for transportation.
B. The maximum quantities of gas which Pipeline shall deliver and which
Customer may tender shall be as set forth on Exhibit A, attached hereto.
ARTICLE II
Rate
A. Unless otherwise mutually agreed in a written amendment to this
Agreement, beginning on November 1, 1995, Customer shall pay Pipeline for
transportation services rendered pursuant to this Agreement, the maximum rates
and charges provided under Section 8 of Rate Schedule FTNN set forth in
Pipeline's effective FERC Gas Tariff, including applicable surcharges and the
Fuel Retention Percentage.
B. Pipeline shall have the right to propose, file and make effective with
the Federal Energy Regulatory Commission or any other body having jurisdiction,
revisions to any applicable rate schedule, or to propose, file, and make
effective superseding rate schedules for the purpose of changing the rate,
charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule FTNN "Applicability and Character
of Service," (ii) term, (iii) quantities, and (iv) points of receipt and points
of delivery shall not be subject to unilateral change under this Article. Said
rate schedule or superseding rate schedule and any revisions thereof which shall
be filed and made effective shall apply to and become a part of this Service
Agreement. The filing of such changes and revisions to any applicable rate
<PAGE>
schedule shall be without prejudice to the right of Customer to contest or
oppose such filing and its effectiveness.
ARTICLE III
Term of Agreement
Subject to all the terms and conditions herein, this Agreement shall be
effective as of November 1, 1995, and shall continue in effect for a primary
term through and including March 31, 2016, and from year to year thereafter,
until either party terminates this Agreement by giving written notice to the
other at least twenty-four months prior to the start of the next contract year.
ARTICLE IV
Points of Receipt and Delivery
The Points of Receipt and Delivery and the maximum quantities for each
point for all gas that may be received for Customer's account for transportation
by Pipeline shall be as set forth on Exhibit A.
ARTICLE V
Incorporation By Reference of Tariff Provisions
To the extent not inconsistent with the terms and conditions of this
Agreement, the following provisions of Pipeline's effective FERC Gas Tariff, and
any revisions thereof that may be made effective hereafter are hereby made
applicable to and a part hereof by reference:
1. All of the provisions of Rate Schedule FTNN, or any effective
superseding rate schedule or otherwise applicable rate schedule; and
2. All of the provisions of the General Terms and Conditions, as they may
be revised or superseded from time to time.
ARTICLE VI
Miscellaneous
A. No change, modification or alteration of this Agreement shall be or
become effective until executed in writing by the parties hereto; provided,
however, that the parties do not intend that this Article VI.A. requires a
further written agreement either prior to the making of any request or filing
permitted under Article II hereof or prior to the effectiveness of such request
or filing after Commission approval, provided further, however, that nothing in
this Agreement shall be deemed to prejudice any position the parties may take as
to whether the request, filing or revision permitted under Article II must be
made under Section 7 or Section 4 of the Natural Gas Act.
B. Any notice, request or demand provided for in this Agreement, or any
notice which either party may desire to give the other, shall be in writing and
sent to the following addresses:
<PAGE>
Pipeline: CNG Transmission Corporation
445 West Main Street
Clarksburg, West Virginia 26301
Attention: Vice President, Marketing and Customer Services
Customer: Public Service Company of North Carolina, Inc.
400 Cox Road
P.O. Box 1398
Gastonia, NC 28053-1398
Attention: Sr. Vice President, Gas Supply & Marketing
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either party hereto
as a result of any responsibility either party may have had for drafting this
Agreement.
D. The subject headings of the provisions of this Agreement are inserted
for the purpose of convenient reference and are not intended to become a part of
or to be considered in any interpretation of such provisions.
E. The capacity herein is in addition to the service currently provided by
Pipeline to Customer. Therefore this Service Agreement does not supersede or
cancel any current Service Agreements between Customer and Pipeline. If this
Service Agreement becomes effective as an executed Service Agreement, its
quantities shall be in addition to the contract quantities and the Maximum Daily
Delivery Obligation(s) stated in Exhibit A to the Service Agreement between
Customer and Pipeline under Rate Schedule FTNN (FTNN-GSS), dated October 8,
1993, effective November 1, 1993.
<PAGE>
IN WITNESS WHEREOF, the parties hereto intending to be legally bound, have
caused this Agreement to be signed by their duly authorized officials as of the
day and year first written above.
CNG TRANSMISSION CORPORATION
(Pipeline)
By: s\ Joseph A. Curia
Its: Vice President
PUBLIC SERVICE COMPANY OF NORTH
CAROLINA, INC.
(Customer)
By: s\ Franklin H. Yoho
Its: Senior Vice President -
Marketing & Gas Supply
(Title)
<PAGE>
EXHIBIT A
To the FTNN-GSS Service Agreement
Dated October 17, 1995
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
A. Quantities
The maximum quantities of gas that Pipeline shall deliver and that Customer
may tender shall be as follows:
1. Total Transportation Quantities upon implementation of Phase I,
commencing November 1, 1995:
a. Maximum Daily Transportation Quantity ("MDTQ") of 12,000 Dt.
b. A Maximum Annual Transportation Quantity ("MATQ") of 1,812,000 Dt.
2. Total Transportation Quantities upon implementation of Phase II,
commencing November 1, 1996:
a. An additional 6,000 Dt per Day, for an MDTQ of 18,000 Dt.
b. A corresponding MATQ of 2,718,000 Dt.
3. Termination of Phase I Quantities:
Upon twenty four months' prior written notice, Customer may reduce the
MDTQ by up to 20,000 Dt and the MATQ by a corresponding quantity, up
to 3,020,000 Dt, effective at any time after October 31, 2015.
B. Points of Receipt
1. The Receipt Point(s) for subsequent transportation to Customer for all
storage withdrawal quantities shall be the points of withdrawal from Pipeline's
storage pool(s).
2. These Point(s) of Receipt shall only be Primary, as defined in
Pipeline's FERC Gas Tariff, to the extent that corresponding nominations for
withdrawal from Pipeline's storage pool(s) is provided under the "Service
Agreement Applicable To The Storage Of Natural Gas Under Rate Schedule GSS (Part
284)" between Pipeline and Public Service Company of North Carolina dated
October 17, 1995.
<PAGE>
EXHIBIT A
November 1, 1995 FTNN-GSS Agreement
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 2 of 3
C. Point of Delivery
The Maximum Daily Delivery Obligation(s) (MDDO) stated below, if any,
reflect Pipeline's total obligation to deliver quantities to the Point of
Delivery to Customer, to Customer's assignee, or to any applicable Replacement
Customer. Each of the parties will use due care and diligence to assure that
uniform pressures will be maintained at the Delivery Point as reasonably may be
required to render service hereunder, but Pipeline shall not be required to
deliver gas (or cause gas to be delivered) at greater than the maximum pressures
specified herein. The Points of Delivery and the MDDO's under this Service
Agreement, if applicable, shall be as follows:
1. Up to the specified MDDO, at an existing interconnection between the
facilities of Pipeline and Transcontinental Gas Pipe Line Corporation
("Transco") located in Prince William County, Virginia, known as the Nokesville
Interconnection:
a. Effective upon implementation of Phase I, commencing November 1, 1995
-- 12,000 Dt per Day.
b. Effective upon implementation of Phase II, commencing November 1, 1996
-- 18,000 Dt per Day.
2. Up to the nominated quantities permitted by paragraph B.2.c, above,
at points of injection into Pipeline's storage pools.
D. Aggregate MDDO's
1. The MDDO's stated in Paragraph C.1., above, are in addition to:
a. the MDDO's derived from the Service Agreement between Customer and
Pipeline under Rate Schedule FTNN dated October 17, 1995; and
b. the MDDO of 30,000 Dt per Day stated in Exhibit A to the Service
Agreements between Customer and Pipeline under Rate Schedule FTNN and
Section 8 of Rate Schedule FTNN (FTNN-GSS Service) dated October 8,
1993, effective November 1, 1993; notwithstanding the representation
in the November 1, 1993 Agreements that 30,000 Dt per Day represents
the totality of firm service to Customer at that Delivery Point.
<PAGE>
EXHIBIT A
November 1, 1995 FTNN-GSS Agreement
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 3 of 3
2. Absent modification or termination of the service agreements identi-
fied in paragraph D.1.b., above, or exercise of a reduction as noted in para-
graph D.3., below, Pipeline's aggregate MDDO at the Nokesville Interconnection
to Customer, Customer's assignee or to any applicable Replacement Customer under
Customer's long-term firm transportation service agreements shall be:
a. Effective commencing November 1, 1995 -- 50,000 Dt per Day.
b. Effective commencing November 1, 1996 -- 60,000 Dt per Day.
3. If Customer exercises its option to reduce any MDTQ under this Service
Agreement or the Rate Schedule FTNN Service Agreement between Pipeline and
Customer dated October 17, 1995, then the MDDO's set forth hereunder shall be
reduced by a corresponding quantity as of the effective date of Customer's MDTQ
reduction.
EXHIBIT 10-A-27
SERVICE AGREEMENT
between
CNG TRANSMISSION CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
Dated
January 24, 1996
<PAGE>
SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER RATE SCHEDULE FT
(X-74 ASSIGNMENT)
AGREEMENT made as of this 24 day of January, 1996, by and between CNG
TRANSMISSION CORPORATION, a Delaware corporation, hereinafter called "Pipeline,"
and PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC., a North Carolina
corporation, hereinafter called "Customer."
WHEREAS, Customer has elected to take assignment of a portion of the
firm transportation service entitlements provided by Pipeline to
Transcontinental Gas Pipeline Corporation ("Transco"), under Pipeline's Rate
Schedule X-74 (Lebanon- to-Leidy Service); and
WHEREAS, Pipeline has agreed to assign such entitlements to Customer
for service under part 284 of the Commission's regulations, subject to
Pipeline's ability to obtain relief from its contractual obligation to serve
Transco for a like quantity of firm transportation service, under Pipeline's
Rate Schedule X- 74.
WITNESSETH: That, in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
ARTICLE I
Quantities
A. During the term of this Agreement, Pipeline will transport for
Customer, on a firm basis, and Customer may furnish, or cause to be furnished,
to Pipeline natural gas for such transportation, and Customer will accept, or
cause to be accepted, delivery from Pipeline of the quantities Customer has
tendered for transportation.
B. The maximum quantities of gas which Pipeline shall deliver and which
Customer may tender shall be as set forth on Exhibit A, attached hereto.
ARTICLE II
Rate
A. Unless otherwise mutually agreed in a written amendment to this
Agreement, beginning on January 24, 1996, Customer shall pay Pipeline for
transportation services rendered pursuant to this Agreement:
1. The maximum rates and charges provided under Rate Schedule
FT set forth in Pipeline's effective FERC Gas Tariff,
including applicable surcharges and the Fuel Retention
Percentage; and
2. All additional charges applicable to Rate Schedule X-74 Ca-
pacity and set forth on Sheet No. 37 of Pipeline's effective
FERC Gas Tariff.
B. Pipeline shall have the right to propose, file and make effective
with the Federal Energy Regulatory Commission or any other body having
jurisdiction, revisions to any applicable rate schedule, or to propose, file,
<PAGE>
and make effective superseding rate schedules for the purpose of changing the
rate, charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule FT "Applicability and Character of
Service," (ii) term, (iii) quantities, and (iv) points of receipt and points of
delivery shall not be subject to unilateral change under this Article. Said rate
schedule or superseding rate schedule and any revisions thereof which shall be
filed and made effective shall apply to and become a part of this Service
Agreement. The filing of such changes and revisions to any applicable rate
schedule shall be without prejudice to the right of Customer to contest or
oppose such filing and its effectiveness.
ARTICLE III
Term of Agreement
Subject to all the terms and conditions herein, this Agreement shall be
effective as of January 24, 1996, and shall continue in effect for a primary
term through and including October 31, 2007, and from year to year thereafter,
until either party terminates this Agreement by giving written notice to the
other at least twelve months prior to the start of the next contract year.
ARTICLE IV
Points of Receipt and Delivery
The Points of Receipt and Delivery and the maximum quantities for each
point for all gas that may be received for Customer's account for Transportation
by Pipeline shall be as set forth on Exhibit A.
ARTICLE V
Incorporation By Reference of Tariff Provisions
To the extent not inconsistent with the terms and conditions of this
Agreement, the following provisions of Pipeline's effective FERC Gas Tariff, and
any revisions thereof that may be made effective hereafter are hereby made
applicable to and a part hereof by reference:
- 2 -
1. All of the provisions of Rate Schedule FT, or any
effective superseding rate schedule or otherwise applicable
rate schedule; and
2. All of the provisions of the General Terms and Conditions,
as they may be revised or superseded from time to time.
ARTICLE Vl
Miscellaneous
A. No change, modification or alteration of this Agreement shall be or
become effective until executed in writing by the parties hereto; provided,
however, that the parties do not intend that this Article Vl.A. requires a
further written agreement either prior to the making of any request or filing
permitted under Article II hereof or prior to the effectiveness of such request
or filing after Commission approval, provided further, however, that nothing in
this Agreement shall be deemed to prejudice any position the parties may take as
to whether the request, filing or revision permitted under Article II must be
made under Sectio 7 or Section 4 of the Natural Gas Act.
<PAGE>
B. Any notice, request or demand provided for in this Agreement, or any
notice which either party may desire to give the other, shall be in writing and
sent to the following addresses:
Pipeline: CNG Transmission Corporation
445 West Main Street
Clarksburg, West Virginia 26301
Attention: Vice President, Marketing and
Customer Services
Customer: Public Service Company of North Carolina, Inc.
1422 Burtonwood Avenue
Gastonia, North Carolina 28053-0698
Attention: Director - Gas Supply
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either party
hereto as a result of any responsibility either party may have had for drafting
this Agreement.
D. The subject headings of the provisions of this Agreement are inser-
ted for the purpose of convenient reference and are not intended to become a
part of or to be considered in any interpretation of such provisions
.
- 3 -
IN WITNESS WHEREOF, the parties hereto intending to be legally bound,
have caused this Agreement to be signed by their duly authorized officials as of
the day and year first written above.
CNG TRANSMISSION CORPORATION
(Pipeline)
By: s\ Joseph A. Curia
Its: Vice President
PUBLIC SERVICE COMPANY OF
NORTH CAROLINA, INC.
(Customer)
By: s\ Franklin H. Yoho
Its: Senior Vice President
(Title)
-4-
<PAGE>
EXHIBIT A
To The FT Service Agreement
Dated January 24, 1996
Between CNG Transmission Corporation
And PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
(X-74 Assignment)
A. Quantities
The maximum quantities of gas which Pipeline shall deliver and which
Customer may tender shall be as follows:
1. A Maximum Daily Transportation Quantity (MDTQ) of 5,035 Dt.
2. A Maximum Annual Transportation Quantity (MATQ) of 1,837,775 Dt.
B. Point of Receipt
The Point of Receipt and the maximum quantities for such point shall be
as set forth below. Each of the parties will use due care and diligence to
assure that uniform pressures will be maintained at the Receipt Point as
reasonably may be required to render service hereunder, but Pipeline shall not
be required to accept gas at less than the minimum pressure specified herein. In
addition to the quantities specified below, Customer may increase the quantities
furnished to Pipeline at the Receipt Point, so long as such quantities, when
reduced by the fuel retention percentage specified in Pipeline's
currently-effective FERC Gas Tariff, do not exceed the quantity limitation
specified below for the Receipt Point.
1. Up to 5,035 Dt per Day at the interconnection of the facilities of
Pipeline and Texas Gas Transmission Corporation in Warren County,
Ohio, known as the Lebanon Interconnection, at a pressure of not less
than five hundred thirty-one (531) pounds per square inch gauge
("psig").
<PAGE>
EXHIBIT A
January 24, 1996 FT Service Agreement (X-74 Assignment)
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 2 of 2
C. Point of Delivery
The Maximum Daily Delivery Obligation ("MDDO") stated below reflects
Pipeline's total obligation to deliver quantities to the Point of Delivery under
all firm service agreements between Pipeline and Customer, Customer's assignee,
any applicable Replacement Customer, or any other Customer. Each of the parties
will use due care and diligence to assure that uniform pressures will be
maintained at the Delivery Point as reasonably may be required to render service
hereunder, but Pipeline shall not be required to deliver gas (or to cause gas to
be delivered) at greater than the maximum pressure specified herein. The Point
of Delivery and the MDDO shall be as follows:
1. Up to 5,035 Dt per Day at the interconnection of the facilities of
Pipeline and Transcontinental Gas Pipe Line Corporation, or other
pipeline(s) in Clinton County, Pennsylvania, known as the Leidy
Interconnection, at a pressure of not greater than one thousand, two
hundred (1,200) psig.
Exhibit 10-A-28
SERVICE AGREEMENT
between
CNG TRANSMISSION CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
DATED
October 17, 1995
<PAGE>
SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER RATE SCHEDULE FTNN
AGREEMENT made as of this October 17, 1995, by and between CNG
TRANSMISSION CORPORATION, a Delaware corporation, hereinafter called "Pipeline,"
and PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC., a North Carolina
corporation, hereinafter called "Customer."
WHEREAS, on October 4, 1993, Pipeline and Rochester Gas and Electric
Corporation ("RG&E") entered into a Marketing Agreement that was designed to
permit Pipeline to assist RG&E in marketing RG&E's upstream transportation
capacity on Texas Eastern Transmission Corporation ("Texas Eastern"), Tennessee
Gas Pipeline Company ("Tennessee"), and on-system storage demand and capacity,
and related transportation capacity on Pipeline;
WHEREAS, Pipeline and Customer entered into a Letter Agreement on
September 17, 1993, in which it was agreed that Customer would acquire part of
the RG&E capacity;
WHEREAS, Pipeline and Texas Eastern sought authorization of the Fede-
ral Energy Regulatory Commission ("FERC") as necessary to construct facilities
and to provide certain services to Customer, in two FERC dockets: Texas Eastern
Transmission Corporation, Docket No. CP94-6-000, and CNG Transmission
Corporation, Docket No. CP94-89-000;
WHEREAS, by order issued November 1, 1994, in the referenced dockets
(69 FERC P. 61,132 (1994)), the FERC granted Pipeline and Texas Eastern
certificates of public convenience and necessity, but materially modified
portions of the original proposal and refused to rule on other portions;
WHEREAS, on January 12, 1995, Pipeline and Customer entered into a
Letter Agreement amending the September 17, 1993 Agreement, so that Customer's
capacity would be established in two phases:
Phase I beginning on April 1, 1995 for 720,000 Dt of Storage Capacity
under Pipeline's Rate Schedule GSS with a related Storage Demand of
12,000 Dt/day, and on November 1, 1995 for firm transportation capacity
of 8,000 Dt/day on Pipeline's system; and
Phase II beginning on April 1, 1996 for 360,000 Dt of additional
Storage Capacity under Pipeline's Rate Schedule GSS with a related
Storage Demand of 6,000 Dt/day, and November 1, 1996 for 4,000 Dt/day
of firm transportation capacity on Pipeline's system;
WHEREAS, on February 1, 1995, Pipeline and RG&E entered into a
Replacement Marketing Agreement to reflect the modifications in the November 1,
1994, FERC Order; and
WHEREAS, Pipeline and Texas Eastern filed a Joint Stipulation and
Agreement in the referenced dockets on February 21, 1995, which the FERC ap-
proved by order issued May 31, 1995, authorizing certain services by Pipeline
for Customer including the services reflected in this Service Agreement (71
FERC P. 61,244 (1995));
NOW, THEREFORE, WITNESSETH: That, in consideration of the mutual cove-
nants herein contained, the parties hereto agree as follows:
ARTICLE I
Quantities
A. During the term of this Agreement, Pipeline will transport for Cus-
tomer, on a firm basis, and Customer may furnish, or cause to be furnished, to
Pipeline natural gas for such transportation, and Customer will accept, or cause
to be accepted, delivery from Pipeline of the quantities Customer has tendered
for transportation.
B. The maximum quantities of gas which Pipeline shall deliver and which
Customer may tender shall be as set forth on Exhibit A, attached hereto.
ARTICLE II
Rate
A. Unless otherwise mutually agreed in a written amendment to this
Agreement, beginning on November 1, 1995, Customer shall pay Pipeline for
transportation services rendered pursuant to this Agreement, the maximum rates
and charges provided under Rate Schedule FTNN set forth in Pipeline's effective
FERC Gas Tariff, including applicable surcharges and the Fuel Retention
Percentage.
B. Pipeline shall have the right to propose, file and make effective with
the Federal Energy Regulatory Commission ("Commission") or any other body having
jurisdiction, revisions to any applicable rate schedule, or to propose, file,
and make effective superseding rate schedules for the purpose of changing the
rate, charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule FTNN "Applicability and Character
of Service," (ii) term, (iii) quantities, and (iv) points of receipt and points
of delivery shall not be subject to unilateral change under this Article. Said
rate schedule or superseding rate schedule and any revisions thereof which shall
be filed and made effective shall apply to and become a part of this Service
Agreement. The filing of such changes and revisions to any applicable rate
schedule shall be without prejudice to the right of Customer to contest or
oppose such filing and its effectiveness.
ARTICLE III
Term of Agreement
Subject to all the terms and conditions herein, this Agreement shall be
effective as of November 1, 1995, and shall continue in effect for a primary
term through and including October 31, 2016, and from year to year thereafter,
until either party terminates this Agreement by giving written notice to the
other at least twenty-four months prior to the start of the next contract year.
ARTICLE IV
Points of Receipt and Delivery
<PAGE>
The Points of Receipt and Delivery and the maximum quantities for each
point for all gas that may be received for Customer's account for transportation
by Pipeline shall be as set forth on Exhibit A.
ARTICLE V
Incorporation By Reference of Tariff Provisions
To the extent not inconsistent with the terms and conditions of this
Agreement, the following provisions of Pipeline's effective FERC Gas Tariff, and
any revisions thereof that may be made effective hereafter are hereby made
applicable to and a part hereof by reference:
1. All of the provisions of Rate Schedule FTNN, or any effective
superseding rate schedule or otherwise applicable rate schedule; and
2. All of the provisions of the General Terms and Conditions, as they may
be revised or superseded from time to time.
ARTICLE VI
Miscellaneous
A. No change, modification or alteration of this Agreement shall be or
become effective until executed in writing by the parties hereto; provided,
however, that the parties do not intend that this Article VI.A. requires a
further written agreement either prior to the making of any request or filing
permitted under Article II hereof or prior to the effectiveness of such request
or filing after Commission approval, provided further, however, that nothing in
this Agreement shall be deemed to prejudice any position the parties may take as
to whether the request, filing or revision permitted under Article II must be
made under Section 7 or Section 4 of the Natural Gas Act.
<PAGE>
B. Any notice, request or demand provided for in this Agreement, or any
notice which either party may desire to give the other, shall be in writing and
sent to the following addresses:
Pipeline: CNG Transmission Corporation
445 West Main Street
Clarksburg, West Virginia 26301
Attention: Vice President, Marketing and
Customer Services
Customer: Public Service Company of North Carolina, Inc.
400 Cox Road
P.O. Box 1398
Gastonia, NC 28053-1398
Attention: Sr. Vice President, Gas Supply &
Marketing
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either party hereto
as a result of any responsibility either party may have had for drafting this
Agreement.
D. The subject headings of the provisions of this Agreement are inserted
for the purpose of convenient reference and are not intended to become a part of
or to be considered in any interpretation of such provisions.
E. The capacity herein is in addition to the services that are currently
provided by Pipeline to Customer. Therefore, this Service Agreement does not
supersede or cancel any current Service Agreements between Customer and
Pipeline. If this Service Agreement becomes effective as an executed Service
Agreement, its quantities shall be in addition to the contract quantities and
the Maximum Daily Delivery Obligation(s) stated in Exhibit A to the Service
Agreement between Customer and Pipeline under Rate Schedule FTNN dated October
8, 1993, effective November 1, 1993.
<PAGE>
IN WITNESS WHEREOF, the parties hereto intending to be legally bound,
have caused this Agreement to be signed by their duly authorized officials as of
the day and year first written above.
CNG TRANSMISSION CORPORATION
(Pipeline)
By: s\ Joseph A. Curia
Its: Vice President
PUBLIC SERVICE COMPANY OF NORTH
CAROLINA, INC.
(Customer)
By: s\ Franklin H. Yoho
Its: Senior Vice President -
Marketing & Gas Supply
(Title)
<PAGE>
EXHIBIT A
To The FTNN Agreement
Effective November 1, 1995
Between CNG Transmission Corporation
And Public Service Company of North Carolina, Inc.
A. Quantities
The maximum quantities of gas that Pipeline shall deliver and that
Customer may tender shall be as follows:
1. Total Transportation Quantities upon implementation of Phase I,
commencing November 1, 1995:
a. Maximum Daily Transportation Quantity ("MDTQ") of 8,000 Dt.
b. A Maximum Annual Transportation Quantity ("MATQ") of
2,920,000 Dt.
2. Total Transportation Quantities upon implementation of Phase II,
commencing November 1, 1996:
a. An additional 4,000 Dt per Day, for an MDTQ of 12,000 Dt.
b. A corresponding MATQ of 4,380,000 Dt.
3. Termination of Phase I Quantities:
Upon twenty-four months' prior written notice, Customer may reduce
the MDTQ by up to 8,000 Dt and the MATQ by a corresponding quantity up to
2,920,000 Dt, effective at any time after October 31, 2015.
B. Points of Receipt
1. Total Entitlements
The Points of Receipt and the maximum quantities for each point shall
be as set forth below. Each of the parties will use due care and
diligence to assure that uniform pressures will be maintained at the
Receipt Points as reasonably may be required to render service
hereunder, but Pipeline shall not be required to accept gas at less
than the minimum pressures specified herein. In addition to the
quantities specified below, Customer may increase the quantities
furnished to Pipeline at each receipt point, so long as such
quantities, when reduced by the fuel retention percentage specified
in Pipeline's
<PAGE>
EXHIBIT A
November 1, 1995 FTNN Agreement
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 2 of 4
currently effective FERC Gas Tariff, do not exceed the quantity limitation
specified below for each Primary Receipt Point.
a. Phase I
Up to 8,000 Dt per Day at the interconnection of the
facilities of Pipeline and Texas Eastern Pipeline Corporation
or other pipeline(s), in Westmoreland County, Pennsylvania,
known as the Oakford Interconnection, at a pressure of not
less than five hundred seventy-five (575) psig;
b. Phase II
Up to a combined maximum daily quantity of 4,000 Dt at the
following Appalachian Aggregation Points:
(i) Cornwell Station, located in Kanawha County, West
Virginia;
(ii) Bridgeport Station, located on Line TL-373 in Harrison
County, West Virginia; and
(iii) Hastings Station (wet gas) located in Wetzel County,
West Virginia.
2. Use of Receipt Points for Injection Of Gas Into Storage
Customer's right to use the above Receipt Points to tender gas for
injection into storage under its Part 284 storage service agreement
dated October 17, 1995, shall be subject to the following terms and
conditions:
a. Nominations of Receipts for Injection into Storage, whether
made by Customer or by Customer's agent, assignee, or
Replacement Customer, shall reduce Customer's entitlement to
Receipts for Transportation at each affected Receipt Point, by
an equivalent quantity.
b. Nominations of Receipts for Transportation under this
Agreement, whether made by Customer or by Customer's agent,
assignee, or Replacement Customer, shall reduce Customer's
entitlement to Receipts for Injection into Storage at each
affected Receipt Point, by an equivalent quantity.
c. All nominations under this Agreement for injection into
storage shall be subject to Pipeline's confirmation of a
corresponding nomination for injection of such gas into
Pipeline's storage Pool(s), under a valid Service Agreement
for storage service by Pipeline; provided, however, that this
requirement shall not affect Customer's ability to inject gas
into storage in accordance with Section 9 of Rate Schedule
FTNN.
<PAGE>
EXHIBIT A
November 1, 1995 FTNN Agreement
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 3 of 4
d. These limitations on Points of Receipt for injection into
storage shall not be affected by any capacity release or
assignment of service entitlements under this Agreement.
C. Points of Delivery
The Maximum Daily Delivery Obligation(s) (MDDO) stated below, if any,
reflect Pipeline's total obligation to deliver quantities to the Point(s) of
Delivery to Customer, to Customer's assignee, or to any applicable Replacement
Customer. Each of the parties will use due care and diligence to assure that
uniform pressures will be maintained at the Delivery Point(s) as reasonably may
be required to render service hereunder, but Pipeline shall not be required to
deliver gas (or cause gas to be delivered) at greater than the maximum pressures
specified herein. The Points of Delivery and the MDDO's under this Service
Agreement, if applicable, shall be as follows:
1. Up to the specified MDDO, at an existing interconnection between the
facilities of Pipeline and Transcontinental Gas Pipe Line Corpora-
tion ("Transco") in Prince William County, Virginia, known as the
Nokesville Interconnection:
a. Effective upon implementation of Phase I, commencing November
1, 1995 -- 8,000 Dt per Day.
b. Effective upon implementation of Phase II, commencing November
1, 1996 -- 12,000 Dt per Day.
2. Up to the nominated quantities permitted by paragraph B.2.c, above,
at points of injection into Pipeline's storage pools.
D. Aggregate MDDO's
1. The MDDO's stated in Paragraph C.1., above, are in addition to:
a. the MDDO's derived from the Service Agreement between Customer
and Pipeline under Section 8 of Rate Schedule FTNN (FTNN-GSS
Service) dated October 17, 1995; and
b. the MDDO of 30,000 Dt per Day stated in Exhibit A to the
Service Agreements between Customer and Pipeline under Rate
Schedule FTNN and Section 8 of Rate Schedule FTNN (FTNN-GSS
Service) dated October 8, 1993, effective November 1, 1993;
notwithstanding the representation in the November 1, 1993
Agreements that 30,000 Dt per Day represents the totality of
firm service to Customer at that Delivery Point.
<PAGE>
EXHIBIT A
November 1, 1995 FTNN Agreement
Between CNG Transmission Corporation
and Public Service Company of North Carolina, Inc.
Page 4 of 4
2. Absent modification or termination of the service agreements
identified in paragraph D.1.b., above, or exercise of a reduction as
noted in paragraph D.3., below, Pipeline's aggregate MDDO at the
Nokesville Interconnection to Customer, Customer's assignee, or to
any applicable Replacement Customer under Customer's long-term firm
transportation service agreements shall be:
a. Effective commencing November 1, 1995 -- 50,000 Dt per Day.
b. Effective commencing November 1, 1996 -- 60,000 Dt per Day.
3. If Customer exercises its option to reduce any MDTQ under this
Service Agreement or the Section 8 of Rate Schedule FTNN (FTNN-GSS)
Service Agreement between Pipeline and Customer dated October 17,
1995, then the MDDO's set forth hereunder shall be reduced by a
corresponding quantity as of the effective date of Customer's MDTQ
reduction.
EXHIBIT 10-A-29
GAS TRANSPORTATION AGREEMENT
BETWEEN
TEXAS GAS TRANSMISSION CORPORATION
AND
PUBLIC SERVICE COMPANY OF NORTH CAROLINA
DATED JANUARY 19, 1996
<PAGE>
INDEX
PAGE NO.
ARTICLE I Definitions 1
ARTICLE II Transportation Service 1
ARTICLE III Scheduling 2
ARTICLE IV Points of Receipt and Delivery 3
ARTICLE V Term of Agreement 3
ARTICLE VI Point(s) of Measurement 3
ARTICLE VII Facilities 4
ARTICLE VIII Rates and Charges 4
ARTICLE IX Miscellaneous 5
EXHIBIT "A"
FIRM POINT(S) OF RECEIPT
EXHIBIT "A-I"
SECONDARY POINT(S) OF RECEIPT
EXHIBIT "B"
FIRM POINT(S) OF DELIVERY
EXHIBIT "C"
SUPPLY LATERAL CAPACITY
STANDARD FACILITIES KEY
<PAGE>
FIRM TRANSPORTATION AGREEMENT
THIS AGREEMENT, made and entered into this 19th day of January, 1996,
by and between Texas Gas Transmission Corporation, a Delaware corporation,
hereinafter referred to as "Texas Gas," and Public Service Company of North
Carolina, a North Carolina corporation, hereinafter referred to as "Customer,"
WITNESSETH:
WHEREAS, Customer has natural gas which it desires Texas Gas to move
through its existing facilities; and
WHEREAS, Texas Gas has the ability in its pipeline system to move natu-
ral gas for the account of Customer; and
WHEREAS, Customer desires that Texas Gas transport such natural gas for
the account of Customer; and
WHEREAS, Customer and Texas Gas are of the opinion that the transaction
referred to above falls within the provisions of Section 284.223 of Subpart G of
Part 284 of the Federal Energy Regulatory Commission's (Commission) regulations
and the blanket certificate issued to Texas Gas in Docket No. CP88-686-000, and
can be accomplished without the prior approval of the Commission;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein con tained, the parties hereto covenant and agree as follows:
ARTICLE I
Definitions
1.1 Definition of Terms of the General Terms and Conditions of Texas Gas's FERC
Gas Tariff on file with the Commission is hereby incorporated by reference and
made a part of this Agreement.
ARTICLE II
Transportation Service
2.1 Subject to the terms and provisions of this Agreement, Customer agrees to
deliver or cause to be delivered to Texas Gas, at the Point(s) of Receipt in
Exhibit "A" hereunder, Gas for Transportation, and Texas Gas agrees to receive,
transport, and redeliver, at the Point(s) of Delivery in Exhibit "B" hereunder,
Equivalent Quantities of Gas to Customer or for the account of Customer, in
accordance with Section 3 of Texas Gas's effective FT Rate Schedule and the
terms and conditions contained herein, up to 5,272 MMBtu per day, which shall be
Customer's Firm Transportation Contract Demand, and up to 796,072 MMBtu during
the winter season, and up to 1,128,208 MMBtu during the summer season, which
shall be Customer's Seasonal Quantity Levels.
2.2 Customer shall reimburse Texas Gas for the Quantity of Gas required for
fuel, company use, and unaccounted for associated with the transportation
service hereunder in accordance with Section 16 of the General Terms and
Conditions of Texas Gas's FERC Gas Tariff. Texas Gas may adjust the fuel
retention percentage as operating circumstances warrant; however, such change
shall not be retroactive. Texas Gas agrees to give Customer thirty (30) days
written notice before changing such percentage.
<PAGE>
2.3 Texas Gas, at its sole option, may, if tendered by Customer, transport daily
quantities in excess of the Transportation Contract Demand.
2.4 In order to protect its system, the delivery of gas to its customers and/or
the safety of its operations, Texas Gas shall have the right to vent excess
natural gas delivered to Texas Gas by Customer or Customer's supplier(s) in that
part of its system utilized to transport gas received hereunder. Prior to
venting excess gas, Texas Gas will use its best efforts to contact Customer or
Customer's supplier(s) in an attempt to correct such excess deliveries to Texas
Gas. Texas Gas may vent such excess gas solely within its reasonable judgment
and discretion without liability to Customer, and a pro rata share of any gas so
vented shall be allocated to Customer. Customer's pro rata share shall be
determined by a fraction, the numerator of which shall be the quantity of gas
delivered to Texas Gas at the Point of Receipt by Customer or Customer's
supplier(s) in excess of Customer's confirmed nomination and the denominator of
which shall be the total quantity of gas in excess of total confirmed
nominations flowing in that part of Texas Gas's system utilized to transport
gas, multiplied by the total quantity of gas vented or lost hereunder.
2.5 Any gas imbalance between receipts and deliveries of gas, less fuel and PVR
adjustments, if applicable, shall be cleared each month in accordance with
Section 17 of the General Terms and Conditions in Texas Gas's FERC Gas Tariff.
Any imbalance remaining at the termination of this Agreement shall also be
cashed-out as provided herein.
ARTICLE III
Scheduling
3.1 Customer shall be obligated four (4) working days prior to the end of each
month to furnish Texas Gas with a schedule of the estimated daily quantity(ies)
of gas it desires to be received, transported, and redelivered for the following
month. Such schedules will show the quantity(ies) of gas Texas Gas will receive
from Customer at the Point(s) of Receipt, along with the identity of the
supplier(s) that is delivering or causing to be delivered to Texas Gas
quantities for Customer's account at each Point of Receipt for which a
nomination has been made.
3.2 Customer shall give Texas Gas, after the first of the month, at least
twenty-four (24) hours notice prior to the commencement of any day in which
Customer desires to change the quantity(ies) of gas it has scheduled to be
delivered to Texas Gas at the Point(s) of Receipt. Texas Gas agrees to waive
this 24-hour prior notice and implement nomination changes requested by Customer
to commence in such lesser time frame subject to Texas Gas's being able to
confirm and verify such nomination change at both Receipt and Delivery Points,
and receive PDAs reflecting this nomination change at both Receipt and Delivery
Points. Texas Gas will use its best efforts to make the nomination change
effective at the time requested by Customer; however, if Texas Gas is unable to
do so, the nomination change will be implemented as soon as confirmation is
received.
ARTICLE IV
Points of Receipt, Delivery, and Supply Lateral Allocation
4.1 Customer shall deliver or cause to be delivered natural gas to Texas Gas at
the Point(s) of Receipt specified in Exhibit "A" attached hereto and Texas Gas
shall redeliver gas to Customer or for the account of Customer at the Point(s)
of Delivery specified in Exhibit "B" attached hereto in accordance with Sections
7 and 15 of the General Terms and Conditions of Texas Gas's FERC Gas Tariff.
2
<PAGE>
4.2 Customer's preferential capacity rights on each of Texas Gas's supply
laterals shall be as set forth in Exhibit "C" attached hereto, in accordance
with Section 34 of the General Terms and Conditions of Texas Gas's FERC Gas
Tariff.
ARTICLE V
Term of Agreement
5.1 This Agreement shall become effective January 24, 1996. This Agreement shall
have a primary term beginning January 24, 1996, (with the rates and charges
described in Article VIII becoming effective on that date) and extending for a
period of eleven years, nine months and eight days from that date, or through
October 31, 2007; with extensions of one year at the end of the primary term and
each additional term thereafter unless written notice is given at least one year
prior to the end of such term by either party.
ARTICLE VI
Point(s) of Measurement
6.1 The gas shall be delivered by Customer to Texas Gas and redelivered by Texas
Gas to Customer at the Point(s) of Receipt and Delivery hereunder.
6.2 The gas shall be measured or caused to be measured by Customer and/or Texas
Gas at the Point(s) of Measurement which shall be as specified in Exhibits "A",
"A-I", and "B" herein. In the event of a line loss or leak between the Point of
Measurement and the Point of Receipt, the loss shall be deter mined in
accordance with the methods described contained in Section 3, "Measuring and
Measuring Equipment," contained in the General Terms and Conditions of First
Revised Volume No. 1 of Texas Gas's FERC Gas Tariff.
ARTICLE VII
Facilities
7.1 Texas Gas and Customer agree that any facilities required at the Point(s) of
Receipt, Point(s) of Delivery, and Point(s) of Measurement shall be installed,
owned, and operated as specified in Exhibits "A", "A-I", and "B" herein.
Customer may be required to pay or cause Texas Gas to be paid for the installed
cost of any new facilities required as contained in Sections 1.3, 1.4, and 1.5
of Texas Gas's FT Rate Schedule. Customer shall only be responsible for the
installed cost of any new facilities described in this Section if agreed to in
writing between Texas Gas and Customer.
ARTICLE VIII
Rates and Charges
8.1 Each month, Customer shall pay Texas Gas for the service hereunder an amount
determined in accordance with Section 5 of Texas Gas's FT Rate Schedule
contained in Texas Gas's FERC Gas Tariff, which Rate Schedule is by reference
made a part of this Agreement. The maximum rates for such service consist of a
monthly reservation charge multiplied by Customer's firm transportation demand
as specified in Section 2.1 herein. The reservation charge shall be billed as of
the effective date of this Agreement. In addition to the monthly reservation
charge, Customer agrees to pay Texas Gas each month the maximum commodity charge
up to Customer's Transportation Contract Demand. For any quantities delivered by
Texas Gas in excess of Customer's Transportation Contract Demand, Customer
agrees to pay the maximum FT overrun commodity charge. In addition, Customer
agrees to pay:
3
<PAGE>
(a) Texas Gas's Fuel Retention percentage(s).
(b) The currently effective GRI funding unit, if applicable, the
currently effective FERC Annual Charge Adjustment unit charge
(ACA), the currently effective Take-or-Pay surcharge, or any
other then currently effective surcharges, including but not
limited to Order 636 Transition Costs.
If Texas Gas declares force majeure which renders it unable to perform service
herein, then Customer shall be relieved of its obligation to pay demand charges
for that part of its FT Contract Demand affected by such force majeure event
until the force majeure event is remedied.
Unless otherwise agreed to in writing by Texas Gas and Customer, Texas Gas may,
from time to time, and at any time selectively after negotiation, adjust the
rate(s) applicable to any individual Customer; provided, however, that such
adjusted rate(s) shall not exceed the applicable Maximum Rate(s) nor shall they
be less than the Minimum Rate(s) set forth in the currently effective Sheet No.
10 of this Tariff. If Texas Gas so adjusts any rates to any Customer, Texas Gas
shall file with the Commission any and all required reports respecting such
adjusted rate.
8.2 In the event Customer utilizes a Secondary Point(s) of Receipt or Delivery
for transpor tation service herein, Customer will continue to pay the monthly
reservation charges as described in Section 8.1 above. In addition, Customer
will pay the maximum commodity charge applicable to the zone in which gas is
received and redelivered up to Customer's Transportation Contract Demand and the
maximum overrun commodity charge for any quantities delivered by Texas Gas in
excess of Customer's winter season or summer season Transportation Contract
Demand. Customer also agrees to pay the ACA, Take-or-Pay Surcharge, GRI charges,
fuel retention charge, and any other effective surcharges, if applicable, as
described in Section 8.1 above.
8.3 It is further agreed that Texas Gas may seek authorization from the
Commission and/or other appropriate body for such changes to any rate(s) and
terms set forth herein or in Rate Schedule FT, as may be found necessary to
assure Texas Gas just and reasonable rates. Nothing herein contained shall be
construed to deny Customer any rights it may have under the Natural Gas Act, as
amended, including the right to participate fully in rate proceedings by
intervention or otherwise to contest increased rates in whole or in part.
8.4 Customer agrees to fully reimburse Texas Gas for all filing fees, if any,
associated with the service contemplated herein which Texas Gas is required to
pay to the Commission or any agency having or assuming jurisdiction of the
transactions contemplated herein.
8.5 Customer agrees to execute or cause its supplier or processor to execute a
separate agreement with Texas Gas providing for the transportation of any
liquids and/or liquefiables, and agrees to pay or reimburse Texas Gas, or cause
Texas Gas to be paid or reimbursed, for any applicable rates or charges
associated with the transportation of such liquids and/or liquefiables, as
specified in Section 24 of the General Terms and Conditions of Texas Gas's FERC
Gas Tariff.
ARTICLE IX
Miscellaneous
9.1 Texas Gas's Transportation Service hereunder shall be subject to receipt of
all requisite regulatory authorizations from the Commission, or any successor
regulatory authority, and any other necessary governmental authorizations, in a
manner and form acceptable to Texas Gas. The parties agree to furnish each other
with any and all information necessary to comply with any laws, orders, rules,
or regulations.
4
<PAGE>
9.2 Except as may be otherwise provided, any notice, request, demand, statement,
or bill provided for in this Agreement or any notice which a party may desire to
give the other shall be in writing and mailed by regular mail, or by postpaid
registered mail, effective as of the postmark date, to the post office address
of the party intended to receive the same, as the case may be, or by facsimile
transmission, as follows:
Texas Gas
Texas Gas Transmission Corporation
3800 Frederica Street
Post Office Box 20008
Owensboro, Kentucky 42304
Attention: Gas Revenue Accounting (Billings and Statements)
Marketing Administration (Other Matters)
Gas Transportation and Capacity Allocation
(Nominations)
Fax (502) 688-6817
Customer
Public Service Company of North Carolina
P. O. Box 1398
1422 Burtonwood
Gastonia, North Carolina 28054
Attention: Mr. Frank Yoho
The address of either party may, from time to time, be changed by a party
mailing, by certified or registered mail, appropriate notice thereof to the
other party. Furthermore, if applicable, certain notices shall be considered
duly delivered when posted to Texas Gas's Electronic Bulletin Board, as
specified in Texas Gas's tariff.
9.3 This Agreement shall be governed by the laws of the State of Kentucky.
9.4 Each party agrees to file timely all statements, notices, and petitions
required under the Commission's Regulations or any other applicable rules or
regulations of any governmental authority having jurisdiction hereunder and to
exercise due diligence to obtain all necessary governmental approvals required
for the implementation of this Transportation Agreement.
9.5 All terms and conditions of Rate Schedule FT and the attached Exhibits "A",
"A-I", "B", and "C" are hereby incorporated to and made a part of this
Agreement.
9.6 This contract shall be binding upon and inure to the benefit of the
successors, assigns, and legal representatives of the parties hereto.
9.7 Neither party hereto shall assign this Agreement or any of its rights or
obligations hereunder without the consent in writing of the other party.
Notwithstanding the foregoing, either party may assign its right, title and
interest in, to and by virtue of this Agreement including any and all
extensions, renewals, amendments, and supplements thereto, to a trustee or
trustees, individual or corporate, as security for bonds or other obligations or
securities, without such trustee or trustees assuming or becoming in any respect
obligated to perform any of the obligations of the assignor and, if any such
trustee be a corporation, without its being required by the parties hereto to
qualify to do business in the state in which the performance of this Agreement
may occur, nothing contained herein shall require con sent to transfer this
Agreement by virtue of merger or consolidation of a party hereto or
5
<PAGE>
a sale of all or substantially all of the assets of a party hereto, or any other
corporate reorganization of a party hereto.
9.8 This Agreement insofar as it is affected thereby, is subject to all valid
rules, regulations, and orders of all governmental authorities having
jurisdiction.
9.9 No waiver by either party of any one or more defaults by the other in the
performance of any provisions hereunder shall operate or be construed as a
waiver of any future default or defaults whether of a like or a different
character.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
signed by their respective representatives thereunto duly authorized, on the day
and year first above written.
ATTEST: TEXAS GAS TRANSMISSION CORPORATION
s\ Vivian C. Poole By s\ Kim R. Cocklin
Assistant Secretary Vice President
WITNESSES: PUBLIC SERVICE COMPANY OF NORTH CAROLINA
s\ Lynn F. Jimison By s\ Franklin H. Yoho
Senior Vice President
s\ Judy S. Czerwinksi Attest: s\ J. Paul Douglas
Vice President - Corporate Counsel
and Secretary
Date of Execution by Customer:
February 2, 1996
- - -----------------------------
6
<PAGE>
Contract No. T8260
Exhibit "A"
Firm Point(s) of Receipt
Public Service Co. of North Carolina, Inc. - 2
Firm Transportation Agreement
Daily Firm
Meter Capacity
Lateral Segment Zone No. Name MMBtu
North Louisiana Leg 1 2102 Champlin 5,501
Carthage - Haughton
Effective Date: 1/24/96
<PAGE>
EXHIBIT "A-I"
SECONDARY POINT(S) OF RECEIPT
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
NORTH LOUISIANA
Carthage-Haughton 1 2102 Champlin
1 9805 Delhi
1 9051 Grigsby
1 8116 Texas Eastern-Sligo
1 9884 Valero-Carthage
Haughton-Sharon 1 8003 Barksdale
1 2455 Beacon
1 9866 Cornerstone-Ada
1 2173 Crystal Oil-West Arcadia
1 2340 F.E. Hargraves-Minden
1 2186 LGI #1
1 2456 McCormick
1 2457 Minden-Hunt
1 2459 Minden Pan-Am #1
1 9819 Nelson-Sibley
1 9461 Olin-McGoldrick
1 2760 Sligo Plant
1 9834 Texaco-Athens
Sharon 1 9439 Energy Management-Antioch
1 2010 Fina Oil-HICO
1 9818 PGC-Bodcaw
1 2757 Texas Eastern-Sharon
Sharon-East 1 2631 Calhoun Plant
1 2632 Dubach
1 2202 Ergon-Monroe
1 8760 Lonewa
1 8020 MRT-Bastrop
1 9302 Munce
1 9812 Par Minerals/Downsville
1 9823 Reliance-Bernice
1 2612 Reliance-West Monroe
1 2634 Southwest-Guthrie
EAST
Bosco-Eunice SL 2015 Amerada Hess
SL 2016 Amerada Hess-South Lewisburg
SL 2385 D.B. McClinton #1
SL 9844 Germany Oil-Church Point
SL 2288 Great Southern-Mowata #2
SL 9804 Great Southern-Mowata #3
SL 2289 Great Southern-
South Lewisburg
SL 8142 Ritchie
A-I-1
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
EAST (Cont.) SL 9119 Sevarg
SL 2740 Superior-Pure
SOUTHEAST
Blk. 8-Morgan City SL 2198 Bois D'Arc
SL 9142 Bois D'Arc-Pelican Lake
SL 2109 Chevron-Block 8
SL 2638 Coon Point
SL 2845 Lake Pagie
SL 9817 Mustang-Bayou Piquant
SL 2460 Peltex Deep Saline #1
SL 2480 S.S. 41
SL 9471 Sohio
SL 2755 Texaco-Bay Junop
SL 9836 Texaco-Dog Lake
SL 2463 Toce Oil
SL 2850 Union Oil-N. Lake Pagie
SL 9883 Zeit-Lake Pagie
Henry-Lafayette SL 8190 Faustina-Henry
SL 2790 Henry Hub
Lafayette-Eunice SL 2153 Branch-Cox
SL 2125 California Co.-North Duson
SL 2137 California Co.-South Bosco #1
SL 2138 California Co.-South Bosco #2
SL 2600 Cayman-Anslem Coulee
SL 2389 Duson
SL 9837 Excel-Judice
SL 8068 Exch. O&G-No. Maurice
SL 2601 Fina Oil-Anslem Coulee
SL 8040 Florida
SL 2290 Gulf Transport-Church Pt.
SL 2148 Maurice Cox
SL 9906 Quintana-South Bosco
SL 9005 Rayne-Columbia Gulf
SL 2045 Riceland-North Tepetate
SL 8067 South Scott
SL 2810 Tidewater-North Duson
SL 8051 Youngsville
Maurice-Freshwater SL 9435 Amerada Hess-Maurice
SL 9822 Cities Service-Nunez
SL 2147 CNG-Hell Hole Bayou
SL 2203 Deck Oil-Perry/Hope
SL 9808 Duhon/Parcperdue
SL 9044 EDC-N. Parcperdue
SL 9160 LLOG-Abbeville
SL 2394 LRC-Theall
SL 9800 May Petroleum
SL 2424 McCain-Maurice
SL 2748 Parc Perdue
SOUTHEAST (Cont.) SL 2749 Parc Perdue 2
A-I-2
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
SL 9830 R&R Res-Abbeville
SL 9434 Southwestern-Perry
SL 2706 Sun Ray
SL 9422 UNOCAL-Freshwater Bayou
SL 2840 UNOCAL-N. Freshwater Bayou
Morgan City-Lafayette SL 2064 Amoco-Charenton
SL 9173 ANR-Calumet (Rec.)
SL 9803 Atlantic
SL 9809 B.H. Petroleum-S.E. Avery
SL 2080 Bayou Sale-British Am
SL 9881 Bridgeline-Berwick
SL 2085 British American-Ramos
SL 9425 Charenton
SL 9047 Florida Gas-E.B. Pigeon
SL 2454 FMP/Bayou Postillion
SL 8059 Franklin
SL 2208 Frantzen
SL 9898 Hadson-East Bayou Pigeon
SL 9437 Hunt Oil-Taylor Point
SL 2188 Lamson
SL 9854 Linder Oil-Bayou Penchant
SL 9853 Linder Oil-Garden City
SL 2189 Rutledge Deas
SL 2636 Shell-Bayou Pigeon
SL 9902 Smith Production-Charenton
SL 2035 Southwest-Jeanerette
SL 9895 Texaco-Bayou Sale
SL 8205 Transco-Myette Point
SL 9829 Trunkline-Centerville
SL 9350 Vulcan
SL 9835 W.T. Burton-Lake Palourde
Offshore Points
entering at Calumet SL 2583 E.I. 273A
SL 2158 E.I. 273A/273A/284B
SL 2584 E.I. 273B
SL 2834 E.I. 276C
SL 2771 E.I. 287D
SL 2151 E.I. 292B
SL 9339 E.I. 292B/286I
SL 9419 E.I. 292B/286I/293
SL 2550 E.I. 293/308/315
SL 2773 E.I. 307E
SL 2154 E.I. 309C
SL 2155 E.I. 309G
SL 2157 E.I. 309H
SL 9886 E.I. 309H/309H/309J
SL 2156 E.I. 314F/309C/314F
SL 2780 SMI 11C
SL 2425 SMI 161
SL 2783 S.S. 204/219
A-I-3
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
SOUTHEAST (Cont.)
Thibodaux-Morgan City SL 2250 A. Glassell-Chacahoula
SL 2047 Alliance Exploration
SL 2335 Amoco-North Rousseau
SL 9029 Coastal-Chacahoula
SL 2835 Lake Palourde
SL 9873 Linder Oil-Chacahoula
SL 9175 LLOG-Chacahoula
SL 9847 LRC-Choctaw
SL 2440 Magna-Chacahoula #1
SL 2445 Magna-St. John #2
SL 2470 Patterson-Chacahoula
SL 2135 Simon Pass
SL 9481 Transco-Thibodaux
SOUTH
Egan-Eunice SL 9851 Booher-Iota
SL 9003 Egan
SL 9415 Tejas Power-Egan
Offshore Points
entering at Egan SL 9130 E.I. 278/S.S. 247F
SL 9131 E.I. 278/S.S. 248D
SL 9128 E.I. 299/S.S. 271A
SL 9129 E.I. 299/S.S. 271A/S.S. 271B
SL 9423 E.I. 320/324
SL 9122 E.I. 320/325A
SL 9123 E.I. 342/366A
SL 2793 E.I. 342/372A
SL 9399 E.I. 342/384A
SL 2767 E.I. 342C
SL 2786 E.I. 343B
SL 9363 E.I. 349/349A
SL 9364 E.I. 349/349A/349B
SL 2788 E.I. 365A
SL 9369 E.I. 365A/365A/348
SL 9120 E.I. 372A
SL 2781 S.S. 247F
SL 2776 S.S. 248D
SL 9429 S.S. 248D/248G
SL 2778 S.S. 271A
SL 2785 S.S. 271B/271A/271B
SL 9427 Vermilion 248/255A/255H
SL 9342 Vermilion 255/256E
SL 9424 Vermilion 255/256E/268G
SL 2774 Vermilion 256D
SL 9105 Vermilion 267/275A
SL 9340 Vermilion 267/287A
SL 9341 Vermilion 267/287A/276
SL 9159 Vermilion 267/287A/277
SL 9374 Vermilion 267/289A
SL 2782 Vermilion 267C
SL 2770 Vermilion 267F
A-I-4
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
SOUTHWEST
East Cameron-Lowry SL 9872 E.C. 9A
SL 2581 E.C. 14
SL 2860 Lake Arthur
SL 2033 Little Cheniere-Arco
SL 2034 Little Cheniere-Linder
SL 2392 LRC-Grand Cheniere
Lowry-Eunice SL 9843 Mobil-Lowry
SL 9446 NGPL-Lowry
SL 2437 ENOGEX/NGPL Tap Washita
SL 9169 TEX SW/NGPL Washita
SL 9171 Transok/NGPL Inter #2 Beckham
SL 9170 Transok/NGPL Inter #2 Custer
SL 9172 Transok/NGPL Waggs Wheeler
WEST
Iowa-Eunice SL 2091 Caribbean-China #1
SL 2092 Caribbean-China #2
SL 2093 Caribbean-China #3
SL 9038 Coastal/ANR-Iowa
SL 9839 Great Southern-Woodlawn
SL 8170 Iowa
SL 9445 Kilroy Riseden-Woodlawn
SL 9186 Linder Oil-Woodlawn
SL 9890 Source Petroleum-S. Elton #1
SL 9896 Source Petroleum-S. Elton #2
SL 2883 Tee Oil-Woodlawn
Mallard Bay-Woodlawn SL 2140 California Co.-S.Thornwell
SL 2615 Caroline Hunt Sands-
S. Thornwell
SL 2170 Cockrell-North Chalkley
SL 9828 Denovo-Lake Arthur
SL 2207 Franks Petroleum-Chalkley
SL 9028 Gas Energy Development-Hayes
SL 2355 Humble-Chalkley
SL 2383 IMC Wintershall-Chalkley
SL 9848 Lamson Onshore-Mallard Bay
SL 8071 LRC-Mallard Bay
SL 2701 Samedan-N. Chalkley
SL 2635 Shell-Chalkley
SL 2266 South Mallard Bay-Americal
SL 2822 Superior-S. Thornwell
SL 9879 Total Minatome-Bell City
SL 2885 Union Texas-Welsh
SL 2853 Welsh Field
W.C. 294
Entering at ANR- SL 9026 W.C. 167/132
Eunice SL 9136 W.C. 167/Near Shore
SL 9440 W.C. 293/306A
SL 9396 W.C. 293/H.I. 120/H.I.
120-128
A-I-5
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
W.C. 294 (Cont.) SL 9383 W.C. 293/H.I. 167/H.I.
167-166
SL 2838 W.C. 294
HIOS
Offshore Points
entering at ANR-Eunice H.I. 247
SL 2868 H.I. A-247/A-244A/A-231
SL 9176 H.I. A-247/A-245
SL 9135 W.C. 167/HIOS Mainline
H.I. 283
SL 9894 H.I. A-283/A-283A
SL 2855 H.I. A-285/A-282
H.I. 303
SL 2858 H.I. A-302A/A-303
H.I. 323
SL 9468 H.I. A-323
H.I. 343
SL 9467 H.I. A-343/A-355
H.I. A-345
SL 2863 H.I. A-334A/A-335
SL 9327 H.I. A-345/A-325A
H.I. A-498
SL 2529 H.I. A-498/A-451
SL 2536 H.I. A-498/A-462/Various
SL 2534 H.I. A-498/A-489
SL 2533 H.I. A-498/A-489/A-474
SL 2535 H.I. A-498/A-489/A-499
SL 9371 H.I. A-498/A-490
SL 2856 H.I. A-498/A-517
H.I. A-539
SL 2537 H.I. A-539/A-480
SL 9365 H.I. A-539/A-511
SL 9376 H.I. A-539/A-532
SL 9328 H.I. A-539/A-550
SL 9901 H.I. A-539/A-552/A-551
SL 9889 H.I. A-539/A-552/A-553
SL 2539 H.I. A-539/A-567
SL 9380 H.I. A-539/A-568
H.I. 546
SL 9466 H.I. A-546/A-548/A-545
H.I. A-555
SL 2857 H.I. A-531A
SL 2861 H.I. A-536C
SL 2862 H.I. A-537B
SL 9127 H.I. A-537B/A-537D/A-556
A-I-6
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
HIOS (Cont.) SL 9308 H.I. A-555
SL 9125 H.I. A-555/A-537D/A-556
SL 9887 H.I. A-555/A-557A/A-556
H.I. A-573
SL 9909 H.I. A-573/A-384/G B 224
SL 2859 H.I. A-573B Complex
SL 2542 H.I. A-595CF Complex
H.I. A-582
SL 9165 H.I. A-582/A-561A
SL 9469 H.I. A-582/A-563/A-564
SL 9470 H.I. A-582/A-582C
SL 9133 H.I. A-582/E.B. 110
SL 9377 H.I. A-582/E.B. 160/Various
SL 9134 H.I. A-582/E.B. 165
MAINLINE
Bastrop-North 3 8082 ANR-Slaughters
3 2061 Bee-Hunter
3 2072 Blair
2 8124 Dyersburg
3 2373 Har-Ken/Addison-G #1
3 9432 Har-Ken/Austin Jennings #1
3 2352 Har-Ken/Cox
3 2367 Har-Ken/I.C.C. #9
3 2376 Har-Ken/I.C.C. #12
3 2379 Har-Ken/I.C.C. #15
3 2022 Har-Ken/I.C.C. #16
3 2381 Har-Ken/I.C.C. #17
3 9530 Har-Ken/Murray
3 2362 Har-Ken/P. Gannon Est. #1
3 2351 Har-Ken/Qualls
3 2966 Har-Ken/Stearman #1
3 2960 Har-Ken/W. Ky. #1
3 2962 Har-Ken/W. Ky. #2
3 2375 Har-Ken/W. Ky. #6
3 2087 Heathville-Trenton
1 9303 Helena #2
3 9876 Hux Oil-Russellville
4 1715 Lebanon-Columbia
4 1247 Lebanon-Congas
4 1859 Lebanon-Texas Eastern
3 9527 Liberty-South Hill
3 8073 Midwestern-Whitesville
1 3801 Pooling Receipt-Zone 1
3 9525 Pride Energy No. 1
3 9141 Reynolds-Narge Creek
3 5800 Slaughters-Storage Complex
(Withdraw)
1 2648 Spears
3 9404 United Cities-Barnsley
A-I-7
<PAGE>
SUPPLY
Meter
Lateral Segment Zone No. Supply Point
MAINLINE (Cont.)
Eunice-Zone SL/1 Line SL 9035 ANR-Eunice
SL 9084 Bayou Pompey
SL 8107 Evangeline
SL 8046 Mamou
SL 3800 Pooling Receipt-Zone SL
SL 3900 SL Lateral Terminus
Zone SL/1 Line-Bastrop 1 2020 Arkla-Perryville
1 9870 Channel Explo.-Chicksaw Creek
1 9826 Delhi-Ewing
1 2361 Guffey-Millhaven
1 9877 Hadson-Olla/Summerville
1 9814 Hogan-Davis Lake
1 8063 Pineville (LIG)
1 2648 Spears
1 9832 Wintershall-Clarks
A-I-8
<PAGE>
CONTRACT NO. T8260
Contract Demand 5,272 MMBtu/D
EXHIBIT "B"
POINT(S) OF DELIVERY
ZONE 4
Meter MAOP MDP*
No. Name/Description Facilities (psig) (psig)
CNG Transmission Corporation
1247 LEBANON-CONGAS - S9, T3, R4, Warren (1) 531
County, OH
B-1
NOTE:SEE ATTACHED STANDARD FACILITIES KEY FOR EXPLANATION OF
FACILITIES.
*MINIMUM DELIVERY PRESSURE
<PAGE>
Contract No. T8260
Firm Transportation Agreement
Exhibit "C"
Supply Lateral Capacity
Public Service Co. of North Carolina, Inc. - 2
Preferential Rights
Supply Lateral MMBtu/d
Zone 1 Supply Lateral(s)
North Louisiana Leg: 5,501
------------------------
Total Zone 1: 5,501
Zone SL Supply Lateral(s)
East Leg: 0
Southeast Leg: 0
South Leg: 0
Southwest Leg: 0
West Leg: 0
WC-294: 0
HIOS: 0
------------------------
Total Zone SL: 0
Grand Total: 5,501
Effective Date: 1/24/96
<PAGE>
STANDARD FACILITIES KEY
(1) Measurement facilities are owned, operated, and maintained by
Texas Gas Transmission Corporation.
(2) Measurement facilities are owned, operated, and maintained by ANR
Pipeline Company.
(3) Measurement facilities are owned, operated, and maintained by
Arkansas Louisiana Gas Company.
(4) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Kerr-McGee
Corporation.
(5) Measurement facilities are owned, operated, and maintained by
Koch Gateway Pipeline Company.
(6) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Delhi Gas Pipeline
Corporation.
(7) Measurement facilities are owned, operated, and maintained by
Kerr-McGee Corporation.
(8) Measurement facilities are owned, operated, and maintained by
Louisiana Intrastate Gas Corporation.
(9) Measurement facilities are owned, operated, and maintained by
Trunkline Gas Company.
(10) Measurement facilities are owned, operated, and maintained by
Columbia Gulf Transmission Company.
(11) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Columbia Gulf
Transmission Company.
(12) Measurement facilities are owned, operated, and maintained by
Florida Gas Transmission Company.
(13) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by ANR Pipeline Company.
(14) Measurement facilities are owned by Champlin Petroleum Company
and operated and maintained by ANR Pipeline Company.
(15) Measurement facilities are owned by Transcontinental Gas Pipe
Line Corporation and operated and maintained by ANR Pipeline
Company.
(16) Measurement facilities are jointly owned by others and operated
and maintained by ANR Pipe line Company.
(17) Measurement facilities are owned by Koch Gateway Pipeline Company
and operated and maintained by ANR Pipeline Company.
(18) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Texas Eastern
Transmission Corporation.
(19) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Natural Gas Pipeline
Company of America.
<PAGE>
(20) Measurement facilities are owned by Louisiana Intrastate Gas
Corporation and operated and maintained by Texas Gas Transmission
Corporation.
(21) Measurement facilities are owned, operated, and maintained by
Texas Eastern Transmission Corporation.
(22) Measurement facilities are owned by Kerr-McGee Corporation and
operated and maintained by ANR Pipeline Company.
(23) Measurement facilities are operated and maintained by ANR
Pipeline Company.
(24) Measurement facilities are owned, operated, and maintained by
Transcontinental Gas Pipe Line Corporation.
(25) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Tennessee Gas Pipeline
Company.
(26) Measurement facilities are owned, operated, and maintained by
Northern Natural Gas Company.
(27) Measurement facilities are owned and maintained by Faustina
Pipeline Company and operated by Texas Gas Transmission
Corporation.
(28) Measurement facilities are owned by Samedan and operated and
maintained by ANR Pipeline Company.
(29) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by CNG Producing.
(30) Measurement facilities are owned, operated, and maintained by
Devon Energy Corporation.
(31) Measurement facilities are owned by Total Minatome Corporation
and operated and maintained by Texas Gas Transmission
Corporation.
(32) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Trunkline Gas Company.
(33) Measurement facilities are owned by Linder Oil Company and
operated and maintained by Texas Gas Transmission Corporation.
(34) Measurement facilities are owned, operated, and maintained by
Mississippi River Transmission Corporation.
(35) Measurement facilities are owned, operated, and maintained by
Texaco Inc.
(36) Measurement facilities are owned by Texas Gas Transmission
Corporation and operated and maintained by Louisiana Resources
Company.
(37) Measurement facilities are owned, operated, and maintained by
Louisiana Resources Company.
(38) Measurement facilities are owned by Oklahoma Gas Pipeline Company
and operated and maintained by ANR Pipeline Company.
<PAGE>
(39) Measurement and interconnecting pipeline facilities are owned and
maintained by Louisiana Resources Company. The measurement
facilities are operated and flow controlled by Texas Gas
Transmission Corporation.
(40) Measurement facilities are owned by Hall-Houston and operated and
maintained by ANR Pipeline Company.
(41) Measurement facilities are owned, operated, and maintained as
specified in Exhibit "B".
(42) Measurement facilities are owned by Enron Corporation and
operated and maintained by Texas Gas Transmission Corporation.
(43) Measurement facilities are owned by United Cities Gas Company and
operated and maintained by TXG Engineering, Inc.
(44) Measurement facilities are owned, operated, and maintained by
NorAm Gas Transmission Company.
(45) Measurement facilities are owned by Falcon Seaboard Gas Company
and operated and maintained by Texas Gas Transmission
Corporation.
(46) Measurement facilities are owned by ANR Pipeline Company and
operated and maintained by High Island Offshore System.
(47) Measurement facilities are owned by Forest Oil Corporation, et
al., and operated and maintained by Tenneco Gas Transportation
Company.
(48) Measurement facilities are owned by PSI, Inc., and operated and
maintained by ANR Pipeline Company.
(49) Measurement facilities are owned, operated, and maintained by
Tennessee Gas Pipeline Company.
(50) Measurement facilities are owned, operated, and maintained by
Colorado Interstate Gas Company.
(51) Measurement facilities are owned by Producer's Gas Company and
operated and maintained by Natural Gas Pipeline Company of
America.
(52) Measurement facilities are owned by Zapata Exploration and
operated and maintained by ANR Pipeline Company.
(53) Measurement facilities are jointly owned by Amoco, Mobil, and
Union; operated and maintained by ANR Pipeline Company.
(54) Measurement facilities are owned, operated, and maintained by VHC
Gas Systems, L.P.
(55) Measurement facilities are owned by Walter Oil and Gas and
operated and maintained by Columbia Gulf Transmission Company.
(56) Measurement facilities are operated and maintained by Natural Gas
Pipeline Company of America.
(57) Measurement facilities are operated and maintained by Texas Gas
Transmission Corporation.
<PAGE>
(58) Measurement facilities are operated and maintained by Tennessee
Gas Pipeline Company.
(59) Measurement facilities are operated and maintained by Columbia
Gulf Transmission Company.
(60) Measurement facilities are owned, operated, and maintained by
Midwestern Gas Transmission Company.
(61) Measurement facilities are owned, operated, and maintained by
Western Kentucky Gas Company.
(62) Measurement facilities are owned by Egan Hub Partners, L. P., and
operated and maintained by Texas Gas Transmission Corporation.
EXHIBIT 10-A-30
SERVICE AGREEMENT
between
TEXAS EASTERN TRANSMISSION CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INCORPORATED
DATED
October 30, 1995
<PAGE>
Contract #: 800513
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
This Service Agreement, made and entered into this 30th day of October,
1995, by and between TEXAS EASTERN TRANSMISSION CORPORATION, a Delaware
Corporation (herein called "Pipeline") and PUBLIC SERVICE COMPANY OF NORTH
CAROLINA, INC. (herein called "Customer", whether one or more),
W I T N E S S E T H:
WHEREAS, Customer, Pipeline, and certain other parties are signatory
parties to a Joint Stipulation and Agreement ("Settlement"), which was filed
with the Federal Energy Regulatory Commission ("Commission") in Docket Nos.
CP94-6, et al., and CP94-89, et al., and approved by the Commission on May 31,
1995 (71 F.E.R.C. P. 61, 244 (1995)); and
WHEREAS, pursuant to the Settlement, Rochester Gas & Electric
Corporation ("RG&E") agreed to permanently assign, and Customer agreed to take
permanent assignment of, certain of RG&E's firm capacity entitlements on
Pipeline; and
WHEREAS, to effectuate the permanent assignment to Customer of certain
of RG&E's firm capacity entitlements pursuant to the Settlement Customer entered
into a permanent capacity release transaction as reflected on the Addendum dated
October 6, 1995, ("Addendum") to Customer's Capacity Release Umbrella Agreement
(Pipeline's Contract No. 900264); and
WHEREAS, Customer and Pipeline desire to enter into this Service
Agreement to supersede the Addendum and to reflect that Customer has taken
permanent assignment of the capacity specified in the Addendum as provided for
in the Settlement;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and agreements herein contained, the parties do covenant and agree as
follows:
ARTICLE I
SCOPE OF AGREEMENT
Subject to the terms, conditions and limitations hereof, of Pipeline's Rate
Schedule FT-1, and of the General Terms and Conditions, transportation service
hereunder will be firm. Subject to the terms, conditions and limitations hereof
and of Pipeline's Rate Schedule FT-1, Pipeline agrees to deliver for Customer's
account quantities of natural gas up to the following quantity:
Maximum Daily Quantity (MDQ) 8,186 dth
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
Pipeline shall not be obligated to, but may at its discretion, receive at
any Point of Receipt on any day a quantity of gas in excess of the applicable
Maximum Daily Receipt Obligation (MDRO), plus Applicable Shrinkage, but shall
not receive in the aggregate at all Points of Receipt on any day a quantity of
gas in excess of the applicable MDQ, plus Applicable Shrinkage. Pipeline shall
not be obligated to, but may at its discretion, deliver at any Point of Delivery
on any day a quantity of gas in excess of the applicable Maximum Daily Delivery
Obligation (MDDO), but shall not deliver in the aggregate at all Points of
Delivery on any day a quantity of gas in excess of the applicable MDQ.
In addition to the MDQ and subject to the terms, conditions and limitations
hereof, Rate Schedule FT-1 and the General Terms and Conditions, Pipeline shall
deliver within the Access Area under this and all other service agreements under
Rate Schedules CDS, FT-1, and/or SCT, quantities up to Customer's Operational
Segment Capacity Entitlements, excluding those Operational Segment Capacity
Entitlements scheduled to meet Customer's MDQ, for Customer's account, as
requested on any day.
ARTICLE II
TERM OF AGREEMENT
The term of this Service Agreement shall commence on November 1, 1995 and
shall continue in force and effect until October 31, 2000 and year to year
thereafter unless this Service Agreement is terminated as hereinafter provided.
This Service Agreement may be terminated by either Pipeline or Customer upon
five (5) years prior written notice to the other specifying a termination date
of any year occurring on or after the expiration of the primary term. Subject to
Section 22 of Pipeline's General Terms and Conditions and without prejudice to
such rights, this Service Agreement may be terminated at any time by Pipeline in
the event Customer fails to pay part or all of the amount of any bill for
service hereunder and such failure continues for thirty (30) days after payment
is due; provided, Pipeline gives thirty (30) days prior written notice to
2
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
Customer of such termination and provided further such termination shall not be
effective if, prior to the date of termination, Customer either pays such
outstanding bill or furnishes a good and sufficient surety bond guaranteeing
payment to Pipeline of such outstanding bill.
THE TERMINATION OF THIS SERVICE AGREEMENT WITH A FIXED CONTRACT TERM OR THE
PROVISION OF A TERMINATION NOTICE BY CUSTOMER TRIGGERS PREGRANTED ABANDONMENT
UNDER SECTION 7 OF THE NATURAL GAS ACT AS OF THE EFFECTIVE DATE OF THE
TERMINATION. PROVISION OF A TERMINATION NOTICE BY PIPELINE ALSO TRIGGERS
CUSTOMER'S RIGHT OF FIRST REFUSAL UNDER SECTION 3.13 OF THE GENERAL TERMS AND
CONDITIONS ON THE EFFECTIVE DATE OF THE TERMINATION.
Any portions of this Service Agreement necessary to correct or cash-out
imbalances under this Service Agreement as required by the General Terms and
Conditions of Pipeline's FERC Gas Tariff, Volume No. 1, shall survive the other
parts of this Service Agreement until such time as such balancing has been
accomplished.
ARTICLE III
RATE SCHEDULE
This Service Agreement in all respects shall be and remain subject to the
applicable provisions of Rate Schedule FT-1 and of the General Terms and
Conditions of Pipeline's FERC Gas Tariff on file with the Federal Energy
Regulatory Commission, all of which are by this reference made a part hereof.
Customer shall pay Pipeline, for all services rendered hereunder and for
the availability of such service in the period stated, the applicable prices
established under Pipeline's Rate Schedule FT-1 as filed with the Federal Energy
Regulatory Commission, and as same may hereafter be legally amended or
superseded.
Customer agrees that Pipeline shall have the unilateral right to file with
the appropriate regulatory authority and make changes effective in (a) the rates
and charges applicable to service pursuant to Pipeline's Rate Schedule FT-1, (b)
Pipeline's Rate Schedule FT-1 pursuant to which service hereunder is rendered or
(c) any provision of the General Terms and Conditions applicable to Rate
Schedule FT-1. Notwithstanding the foregoing, Customer does not agree that
Pipeline shall have the unilateral right without the consent of Customer
subsequent to the execution of this Service Agreement and Pipeline shall not
have the right during the effectiveness of this Service Agreement to make any
filings pursuant to Section 4 of the Natural Gas Act to change the MDQ specified
in Article I, to change the term of the service agreement as specified in
3
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
Article II, to change Point(s) of Receipt specified in Article IV, to
change the Point(s) of Delivery specified in Article IV, or to change the firm
character of the service hereunder. Pipeline agrees that Customer may protest or
contest the aforementioned filings, and Customer does not waive any rights it
may have with respect to such filings.
ARTICLE IV
POINT(S) OF RECEIPT AND POINT(S) OF DELIVERY
The Point(s) of Receipt and Point(s) of Delivery at which Pipeline shall
receive and deliver gas, respectively, shall be specified in Exhibit(s) A and B
of the executed service agreement.
Customer's Zone Boundary Entry Quantity and Zone Boundary Exit Quantity for each
of Pipeline's zones shall be specified in Exhibit C of the executed service
agreement.
Exhibit(s) A, B and C are hereby incorporated as part of this Service
Agreement for all intents and purposes as if fully copied and set forth herein
at length.
ARTICLE V
QUALITY
All natural gas tendered to Pipeline for Customer's account shall conform
to the quality specifications set forth in Section 5 of Pipeline's General Terms
and Conditions. Customer agrees that in the event Customer tenders for service
hereunder and Pipeline agrees to accept natural gas which does not comply with
Pipeline's quality specifications, as expressly provided for in Section 5 of
Pipeline's General Terms and Conditions, Customer shall pay all costs associated
with processing of such gas as necessary to comply with such quality
specifications. Customer shall execute or cause its supplier to execute, if such
supplier has retained processing rights to the gas delivered to Customer, the
appropriate agreements prior to the commencement of service for the
transportation and processing of any liquefiable hydrocarbons and any PVR
quantities associated with the processing of gas received by Pipeline at the
Point(s) of Receipt under such Customer's service agreement. In addition,
subject to the execution of appropriate agreements, Pipeline is willing to
transport liquids associated with the gas produced and tendered for
transportation hereunder.
4
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
ARTICLE VI
ADDRESSES
Except as herein otherwise provided or as provided in the General Terms and
Conditions of Pipeline's FERC Gas Tariff, any notice, request, demand,
statement, bill or payment provided for in this Service Agreement, or any notice
which any party may desire to give to the other, shall be in writing and shall
be considered as duly delivered when mailed by registered, certi fied, or
regular mail to the post office address of the parties hereto, as the case may
be, as follows:
(a) Pipeline: Texas Eastern Transmission Corporation
5400 Westheimer Court
Houston, Texas 77056-5310
(b) Customer: PUBLIC SERVICE COMPANY OF
NORTH CAROLINA, INC.
400 COX ROAD
P.O. BOX 1398
GASTONIA, NC 28053
or such other address as either party shall designate by formal written notice.
ARTICLE VII
ASSIGNMENTS
Any Company which shall succeed by purchase, merger, or consolidation to
the properties, substantially as an entirety, of Customer, or of Pipeline, as
the case may be, shall be entitled to the rights and shall be subject to the
obligations of its predecessor in title under this Service Agreement; and either
Customer or Pipeline may assign or pledge this Service Agreement under the
provisions of any mortgage, deed of trust, indenture, bank credit agreement,
assignment, receivable sale, or similar instrument which it has executed or may
execute hereafter; otherwise, neither Customer nor Pipeline shall assign this
Service Agreement or any of its rights hereunder unless it first shall have
obtained the consent thereto in writing of the other; provided further, however,
that neither Customer nor Pipeline shall be released from its obligations
hereunder without the consent of the other. In addition, Customer may assign its
rights to capacity pursuant to Section 3.14 of the General Terms and Conditions.
5
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
To the extent Customer so desires, when it releases capacity pursuant to
Section 3.14 of the General Terms and Conditions, Customer may require privity
between Customer and the Replacement Customer, as further provided in the
applicable Capacity Release Umbrella Agreement.
ARTICLE VIII
INTERPRETATION
The interpretation and performance of this Service Agreement shall be in
accordance with the laws of the State of Texas without recourse to the law
governing conflict of laws.
This Service Agreement and the obligations of the parties are subject to
all present and future valid laws with respect to the subject matter, State and
Federal, and to all valid present and future orders, rules, and regulations of
duly constituted authorities having jurisdiction.
ARTICLE IX
CANCELLATION OF PRIOR CONTRACT(S)
This Service Agreement supersedes and cancels, as of the effective date of
this Service Agreement, the contract(s) between the parties hereto as described
below:
NONE
6
<PAGE>
SERVICE AGREEMENT
FOR RATE SCHEDULE FT-1
(Continued)
IN WITNESS WHEREOF, the parties hereto have caused this Service Agreement
to be signed by their respective Presidents, Vice Presidents or other duly
authorized agents and their respective corporate seals to be hereto affixed and
attested by their respective Secretaries or Assistant Secretaries, the day and
year first above written.
TEXAS EASTERN TRANSMISSION CORPORATION
By s\ Robert B. Evans
Vice President
ATTEST:
s\ Robert W. Reed
Corporate Secretary
PUBLIC SERVICE COMPANY OF
NORTH CAROLINA, INC.
By s\ Franklin H. Yoho
ATTEST:
s\ J. Paul Douglas
7
<PAGE>
<TABLE>
Contract #800513
EXHIBIT A, TRANSPORATION PATH FOR BILLING PURPOSES DATED ,
TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE FT-1
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("Pipeline"), AND
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC. ("Customer"),
DATED OCTOBER 30, 1995
(1) Customer's firm Point(s) of Receipt:
<CAPTION>
Maximum Daily
Receipt
Obligation (plus Measurement
Point of Applicable Responsi-
Receipt Description Shrinkage) (dth) bilities Owner Operator
- - -------- ----------- ---------------- ---------- ------ --------
<S> <C> <C> <C> <C> <C>
70028 SOUTHERN NATURAL (FROM T.E.) - 22 * TX EAST TRAN TX EAST SOTHN NAT GS
KOSCIUSKO, MS (TO T ATTALA CO., TRAN
MS
70217 UNITED GAS KOSCIUSKO, MS ATTALA 496 * UNIT GAS PL UNIT GAS UNIT GAS PL
CO., MS PL
* Included in Firm Receipt Point Entitlements as set forth in Section 14 of Pipeline's General
Terms and Conditions at the Kosciusko, Mississippi Point of Receipt.
(2) Customer shall have Pipeline's Master Receipt Point List ("MRPL").
Customer hereby agrees that Pipeline's MRPL as revised and published by
Pipeline from time to time is incorporated herein by reference.
Customer hereby agrees to comply with the Receipt Pressure obligation as set
forth in Section 6 of Pipeline's General Terms and Conditions at such Point(s)
of Receipt.
Transportation
Transportation Path Path Quantity (Dth/D)
------------------- ---------------------
M1 to M2 8,186
SIGNED FOR IDENTIFICATION
PIPELINE: s\ Robert B. Evans
CUSTOMER: s\ Franklin H. Yoho
SUPERSEDES EXHIBIT A DATED: _________
A-1
</TABLE>
<PAGE>
<TABLE>
Contract #: 800513
EXHIBIT B, POINT(S) OF DELIVERY, DATED OCTOBER 30, 1995
TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE FT-1
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("Pipeline"), AND
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC. ("Customer"),
DATED OCTOBER 30, 1995:
<CAPTION>
Maximum
Daily Measurement
Point of Delivery Delivery Pressure Responsi-
Delivery Description Obligation Obligation bilities Owner Operator
-------- ----------- ---------- ----------------- ----------- ----- --------
<S> <C> <C> <C> <C> <C> <C> <C>
(dth)
1. 70004 CNG TRANSMISSION - As provided in Section 6 TX EAST TRAN TX EAST TX EAST
CLARINGTON, OH MONROE of the General Terms and TRAN TRAN
CO., OH Conditions of Pipeline's
FERC Gas Tariff
2. 70051 CNG TRANSMISSION - As provided in Section 6 TX EAST TRAN TX EAST CNG TRANS
SOMERSET, PA SOMERSET of the General Terms and TRAN
CO., PA Conditions of Pipeline's
FERC Gas Tariff
3. 70372 CNG TRANSMISSION - At the operating pressure TX EAST TRAN TX EAST CNG TRANS
MOUNDSVILLE, WV MARSHALL existing at the point of TRAN
CO., WV delivery
4. 70450 CNG TRANSMISSION - At the operating pressure TX EAST TRAN TX EAST CNG TRANS
SUMMERFIELD,OH NOBLE existing at the Point of TRAN
CO., OH Delivery
5. 70471 CNG TRANSMISSON - 200 pounds per square TX EAST TRAN TX EAST CNG TRANS
WOODSFIELD, OH MONROE inch gauge TRAN
CO., OH
6. 70983 CNG TRANSMISSION - 300 pounds per square CNG TRANS CNG CNG TRANS
POWHATAN POINT, OH inch gauge TRANS
MONROE CO., OH
7. 72533 DAMSON (PEOPLES) MM - At the operating pressure PEOPLES PEOPLES DAMSON
SOMERSET, PA SOMERSET existing at the Point of NG(PA) NG(PA) OIL
CO., PA Delivery
B-1
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Maximum
Daily Measurement
Point of Delivery Delivery Pressure Responsi-
Delivery Description Obligation Obligation bilities Owner Operator
-------- ----------- ---------- --------------------- ----------- ----- --------
(dth)
<S> <C> <C> <C> <C> <C> <C> <C>
8. 75037 CNG As provided in Section 6 TX EAST TRAN TX EAST CNG TRANS
TRANSMISSION-WAYNESBURG, of the General Terms and TRAN
PA(D70037) GREENE CO., PA Conditions of Pipeline's
FERC Gas Tariff
9. 75082 TETCO - OAKFORD STORAGE, 575 pounds per square CNG TRANS TX EAST CNG TRANS
PA-(D70082/R76082) inch gauge TRAN
WESTMORELAND CO., PA
10. 79921 COMPRESSOR STATION 21A At any pressure provided TX EAST TRAN TX EAST CNG TRANS
(UNIONTOWN) FAYETTE CO., by Texas Eastern not to TRAN
PA exceed 1,000 pounds per
square inch gauge
11. 79870 CNG - PUBLIC SERVICE 8,186 N/A N/A N/A N/A
COMPANY OF N.C. FOR
NOMINATION PURPOSES
provided, however, that all service under this Service Agreement shall be within
the limitations set forth in the Dispatching Agreement dated October 6, 1993
between Pipeline, Customer and CNG Transmission Corporation.
SIGNED FOR IDENTIFICATION:
PIPELINE: s\ Robert B. Evans
CUSTOMER: s\ Franklin H. Yoho
SUPERSEDES EXHIBIT B DATED __________
B-2
</TABLE>
<PAGE>
<TABLE>
Contract #: 800513
EXHIBIT C, ZONE BOUNDARY ENTRY QUANTITY AND ZONE BOUNDARY EXIT QUANTITY,
DATED OCTOBER 30, 1995, TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE FT-1
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("PIPELINE") AND PUBLIC SERVICE
COMPANY OF NORTH CAROLINA, INC. ("CUSTOMER"), DATED OCTOBER 30, 1995:
ZONE BOUNDARY ENTRY QUANTITY
Dth/D
To
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FROM STX ETX WLA ELA M1-24 M1-30 M1-TXG M1-TGC M2-24 M2-30 M2-TXG M2-TGC M2 M3
STX 217
ETX 924 329
WLA 100 217
ELA 6523
M1-24 924
M1-30 6523
M1-TXG 429
M1-TGC 435
M2-24
M2-30
M2-TXG
M2-TGC
M2
M3
800513
C-1
</TABLE>
<PAGE>
<TABLE>
EXHIBIT C (Continued)
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
ZONE BOUNDARY EXIT QUANTITY
Dth/D
To
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FROM STX ETX WLA ELA M1-24 M1-30 M1-TXG M1-TGC M2-24 M2-30 M2-TXG M2-TGC M2 M3
STX
ETX
WLA
ELA
M1-24 924
M1-30 6523
M1-TXG 429
M1-TGC 435
M2-24
M2-30
M2-TXG
M2-TGC
M2
M3
SIGNED FOR IDENTIFICATION:
PIPELINE:s\ Robert B. Evans
CUSTOMER:s\ Franklin H. Yoho
SUPERCEDES EXHIBIT C DATED
C-2
</TABLE>
EXHIBIT 10-A-31
SERVICE AGREEMENT
between
TRANSCONTINENTAL GAS PIPE LINE CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
DATED
JANUARY 23, 1996
<PAGE>
System Contract 001.2387
Transcontinental Gas Pipe Line Corporation
SERVICE AGREEMENT
THIS AGREEMENT entered into this 23 day of JANUARY , 1996 by and between
TRANSCONTINENTAL GAS PIPE LINE CORPORATION, a Delaware corporation, hereinafter
referred to as "Seller," first party, and PUBLIC SERVICE COMPANY OF NORTH
CAROLINA, INC. hereinafter referred to as "Buyer," second party,
W I T N E S S E T H
WHEREAS, Seller and Buyer wish to enter into an agreement for the transportation
of Natural Gas; NOW, THEREFORE, Seller and Buyer agree as follows:
ARTICLE I
GAS TRANSPORTATION SERVICE
1. Subject to the terms and provisions of this agreement and of Seller's
Rate Schedule IT, Buyer agrees to deliver or cause to be delivered to Seller gas
for transportation and Seller agrees to receive, transport and redeliver natural
gas to Buyer or for the account of Buyer, on an interruptible basis, up to a
maximum daily quantity of 300,000 DT per day. Seller, after having satisfied any
pending requests for service under Rate Schedule IT, may transport daily
quantities of gas tendered by Buyer in excess of the specified maximum daily
quantity; however, in no event shall Seller be obligated to receive at any
point(s) of receipt a quantity of gas in excess of the lower of Buyer's (1)
maximum daily quantity plus compressor fuel and line loss make-up or (2) the
daily quantity scheduled for delivery to Seller. Nor shall Buyer tender at any
one or all point(s) of receipt a cumulative quantity of natural gas in excess of
such daily quantity without the prior consent of Seller.
2. Transportation service rendered hereunder shall be subject to curtailment
or interruption when in Seller's judgment such curtailment or interruption is
necessary due to operating conditions or insufficient pipeline capacity
available on Seller's system, or is otherwise necessary to protect authorized
firm services. In the event Seller is unable to receive or deliver the total
quantity of natural gas requested to be transported for all Buyers of service
under Rate Schedule IT, then seller shall allocate available capacity among such
Buyers in accordance with Section 6 of Seller's Rate Schedule IT and Section 28
of the General Terms and Conditions of Seller's FERC Gas Tariff.
ARTICLE II
POINT(S) OF RECEIPT
Buyer shall deliver or cause to be delivered gas at the point(s) of receipt
hereunder at a pressure sufficient to allow the gas to enter Seller's pipeline
system at the varying pressures that may exist in such system from time to time;
provided, however, that such pressure of the gas delivered or caused to be
delivered by Buyer shall not exceed the maximum allowable operating pressure
specified below.
<PAGE>
System Contract 001.2387
Transcontinental Gas Pipe Line Corporation
SERVICE AGREEMENT
(Continued)
In the event the maximum operating pressure of Seller's pipeline system, at the
point(s) of receipt hereunder, is from time to time increased or decreased, then
the maximum allowable pressure of the gas delivered or caused to be delivered by
Buyer to Seller at the point(s) of receipt shall be correspondingly increased or
decreased. The point(s) of receipt for natural gas received for transportation
pursuant to this agreement shall include all available points of receipt on
Seller's System as posted in the "Bulletin Board" Section of the transportation
request log program required by Commission Regulation 250.16(b)(2).
ARTICLE III
POINT(S) OF DELIVERY AND PRESSURE(S)
Seller shall redeliver to Buyer or for the account of Buyer the gas
transported hereunder at the following point(s) of delivery:
POINT(S) OF DELIVERY
--------------------
SEE EXHIBIT A
ARTICLE IV
TERM OF AGREEMENT
This agreement shall be effective as of JANUARY 23, 1996, and shall remain
in force and effect through FEBRUARY 22, 1996, and thereafter until terminated
by Seller or Buyer upon at least thirty (30) days written notice to the other
specifying a termination date; provided, however, this agreement shall terminate
immediately and, subject to the receipt of necessary authorizations, if any,
Seller may discontinue service hereunder if (a) Buyer, in Seller's sole
judgment, fails to demonstrate credit worthiness, and (b) Buyer fails to provide
adequate security in accordance with Section 32 of the General Terms and
Conditions of Seller's Volume No. 1 Tariff.
ARTICLE V
RATE SCHEDULE AND PRICE
1. Buyer shall pay Seller for natural gas delivered to Buyer hereunder in
accordance with Seller's Rate Schedule IT and the applicable provisions of the
General Terms and Conditions of Seller's FERC Gas Tariff as filed with the
Federal Energy Regulatory Commission, and as the same may be legally amended or
superseded from time to time. Such Rate Schedule and General Terms and
Conditions are by this reference made a part hereof.
<PAGE>
System Contract 001.2387
Transcontinental Gas Pipe Line Corporation
SERVICE AGREEMENT
(Continued)
2. Seller and Buyer agree that the quantity of gas that Buyer delivers or
causes to be delivered to Seller shall include the quantity of gas retained by
Seller for applicable compressor fuel and line loss make-up in providing the
transportation service hereunder, which quantity may be made from time to time
and will be specified on the currently effective Sheet No. 44 of Volume No. 1 of
Seller's Tariff which relate to service under this agreement and which are
incorporated herein.
3. Buyer shall reimburse Seller for any and all filing fees incurred as a
result of Buyer's request for service under this Rate Schedule, to the extent
such fees are imposed upon Seller by the Federal Energy Regulatory Commission or
any successor governmental authority having jurisdiction.
ARTICLE VI
MISCELLANEOUS
1. This agreement supersedes and cancels as of the effective date hereof
the following contract(s) between the parties hereto:
NONE
2. No waiver by either party of any one or more defaults by the other in
the performance of any provisions of this agreement shall operate or be
construed as a waiver of any future default or defaults, whether of a like or
different character.
3. The interpretation and performance of this agreement shall be in
accordance with the laws of the State of Texas, without recourse to the law
governing conflict of laws and to all present and future valid laws with respect
to the subject matter, including present and future orders, rules and
regulations of duly constituted authorities.
4. This agreement shall be binding upon, and inure to the benefit of the
parties hereto and their respective successors and assigns.
5. Notices to either party shall be in writing and shall be considered as
duly delivered when mailed to the other party at the following address:
<PAGE>
System Contract 001.2387
Transcontinental Gas Pipe Line Corporation
SERVICE AGREEMENT
(Continued)
(a) If to Seller:
Transcontinental Gas Pipe Line Corporation
P. O. Box 1396
Houston, Texas 77251
Attention: Customer Service
(b) If to Buyer:
PUBLIC SERVICE COMPANY OF N.C., INC.
P.O. BOX 698
GASTONIA, NORTH CAROLINA 28053-0698
ATTN: DIANA WOOD
Such addresses may be changed from time to time by mailing appropriate notice
thereof to the other party by certified or registered mail.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
signed by their respective officers or representatives thereunto duly
authorized.
TRANSCONTINENTAL GAS PIPE LINE CORPORATION
(Seller)
By: s\ Frank J. Ferazzi
---------------------------------
Frank J. Ferazzi
Vice President - Customer Service
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
(Buyer)
By: s\ Franklin H. Yoho
---------------------------------
Senior Vice President -
Marketing and Gas Supply
<PAGE>
Page No. 1
System Contract 001.2387
EXHIBIT A
Attached to and forming a part of the gas transportation agreement dated
JANUARY 23, 1996, between Transcontinental Gas Pipe Line Corporation (Seller)
and PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC. (Buyer).
A. Delivery Point Transfer No Delivery Point MDQ
6585 WASHINGTON GAS LIGHT COMPANY 10,000
6608 PUBLIC SERVICE NORTH CAROLINA 290,000
TOTAL 300,000
B. Delivery Point Pressures: Not less than the pressure(s) as may be
mutually agreed upon in the day-to-day operation of the interconnecting
company's pipeline, but in no event in excess of Seller's operating pressure;
or, if applicable, not less than the pressure(s) as stated in the existing sales
service agreement between Seller and interconnecting Company, unless otherwise
mutually agreed upon between Seller and such interconnecting Company.
C. Receipt Point Pressures: Buyer shall deliver or cause to be delivered
gas at Seller's point(s) of receipt, at a pressure sufficient to allow the gas
to enter Seller's pipeline system at the varying pressures that may exist in
such system from time to time; provided, however, that such pressure of the gas
delivered or caused to be delivered by Buyer shall not exceed the maximum
allowable operating pressure specified below.
In the event the maximum operating pressure of the Seller's pipeline
system, at Seller's point(s) of receipt, is from time to time increased or
decreased, then the maximum allowable pressure of the gas delivered or caused to
be delivered by Buyer to Seller at the point(s) of receipt shall be
correspondingly increased or decreased.
D. Receipt Point information: The point(s) of receipt for natural gas
received for transportation pursuant to this agreement shall include all
available points of receipt on Seller's System as posted in the "Bulletin Board"
Section of the transportation request log program required by Commission
Regulation 250.16(b)(2).
<PAGE>
Page No. 2
System Contract No. 001.2387
EXHIBIT A
(Footnotes)
"Please note: The following may or may not pertain to this particular contract.
These are frequently used footnotes and are therefore listed on this footnote
page for your information. Only the footnote numbers associated with receipt and
delivery points listed on the Exhibit A will apply to this contract."
1/ "VARIOUS" HAS BEEN USED UNDER "PRODUCER" AND "SOURCE" FOR TGPL
ADMINISTRATIVE PURPOSES OF PROCESSING THE CONTRACT. THE SPECIFIC
PRODUCERS AND SOURCES FOR A GIVEN RECEIPT POINT MUST STILL BE
IDENTIFIED AT THE TIME OF SCHEDULING THE GAS AND ARE LIMITED TO THE
PRODUCER/SOURCES ITEMIZED ON THE CONTRACT UNDER DELIVERY POINT
__________ (TRANSFER POINT NO. ).
2/ SPECIFIC SOURCES AND PRODUCERS MUST BE IDENTIFIED PRIOR TO GAS
FLOWING.
3/ RECEIPTS BY DISPLACEMENT OF SCHEDULED DELIVERIES.
4/ DELIVERIES BY DISPLACEMENT OF SCHEDULED RECEIPTS. 5/ USES TGPL
CAPACITY IN HIOS.
6/ USES TGPL CAPACITY IN UTOS.
7/ USES TGPL CAPACITY IN HIOS/UTOS.
8/ FOR ADMINISTRATIVE PURPOSES ONLY.
9/ DELIVERY CONTINGENT UPON CORRESPONDING REQUEST FOR INJECTION INTO
WASHINGTON STORAGE BY A RATE SCHEDULE WSS CUSTOMER.
10/ SUPPLIER TO PROVIDE SPECIFIC SOURCE AND PRODUCER INFORMATION PRIOR TO
GAS FLOWING.
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<ARTICLE> UT
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> JUN-30-1996
<EXCHANGE-RATE> 1
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 434,829
<OTHER-PROPERTY-AND-INVEST> 705
<TOTAL-CURRENT-ASSETS> 63,788
<TOTAL-DEFERRED-CHARGES> 8,072
<OTHER-ASSETS> 0
<TOTAL-ASSETS> 507,394
<COMMON> 19,076
<CAPITAL-SURPLUS-PAID-IN> 112,116
<RETAINED-EARNINGS> 64,953
<TOTAL-COMMON-STOCKHOLDERS-EQ> 196,145
0
0
<LONG-TERM-DEBT-NET> 143,900
<SHORT-TERM-NOTES> 24,000
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 9,300
0
<CAPITAL-LEASE-OBLIGATIONS> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 134,049
<TOT-CAPITALIZATION-AND-LIAB> 507,394
<GROSS-OPERATING-REVENUE> 275,782
<INCOME-TAX-EXPENSE> 17,974
<OTHER-OPERATING-EXPENSES> 69,012
<TOTAL-OPERATING-EXPENSES> 86,986
<OPERATING-INCOME-LOSS> 37,455
<OTHER-INCOME-NET> 2,597
<INCOME-BEFORE-INTEREST-EXPEN> 40,052
<TOTAL-INTEREST-EXPENSE> 10,904
<NET-INCOME> 29,148
0
<EARNINGS-AVAILABLE-FOR-COMM> 29,148
<COMMON-STOCK-DIVIDENDS> 11,997
<TOTAL-INTEREST-ON-BONDS> 0
<CASH-FLOW-OPERATIONS> 39,363
<EPS-PRIMARY> 1.54
<EPS-DILUTED> 1.53
</TABLE>
