For Use Under Seller's Rate Schedule FSS

THIS AGREEMENT entered into as of the ___ day of ______ ,_____, by and between Honeoye Storage Corporation, a New York corporation, hereinafter referred to as "Seller," and____________ , hereinafter referred to as "Customer."

WITNESSETH

WHEREAS, Customer has requested Seller to store Gas on its behalf; and

WHEREAS, Seller has sufficient capacity available to provide the Storage Service for Customer on the terms specified herein;

NOW, THEREFORE, Seller and Customer agree as follows:

ARTICLE I

STORAGE SERVICE

1. Seller's service hereunder shall be subject to receipt of all requisite regulatory authorizations from the Federal Energy Regulatory Commission ("Commission"), or any successor regulatory authority, and any other necessary governmental authorizations, in a manner and form acceptable to Seller.

2. Subject to the terms and provisions of this Agreement, Customer may on any Day cause Gas to be delivered to Seller up to the Maximum Daily Injection Quantity ("MDIQ") plus Seller's Injection Use for Storage of up to the Maximum Storage Quantity ("MSQ") and at Customer's request on any Day Seller agrees to Tender Equivalent Quantities of Gas to or for the account of Customer, on a firm basis, up to the Maximum Daily Withdrawal Quantity ("MDWQ"), reduced by Seller's Withdrawal Use. The MDIQ, MDWQ and MSQ shall be as set forth in Exhibit A to this Agreement.

3. Seller, if requested by Customer, may inject or withdraw from storage daily quantities in excess of the Maximum Daily Injection Quantity ("MDIQ") or Maximum Daily Withdrawal Quantity ("MDWQ") specified in Exhibit A, if it can do so without adverse effect on Seller's operations or its ability to meet its higher priority obligations as specified in paragraph 10 of the General Terms and Conditions of the Part 284 Gas Tariff.

4. Seller shall use reasonable efforts, if requested by Customer, to permit customer to inject or withdraw, quantities of Gas pursuant to Paragraph 3 above up to the Customer's Maximum Storage Quantity reduced by Seller’s Injection Use and Withdrawal Use.

ARTICLE II

POINT OF INJECTION/WITHDRAWAL

1. Customer shall deliver or cause to be delivered Gas hereunder at the Point of Injection/ Withdrawal which shall be Honeoye’s interconnection with either Tennessee Pipeline Company or New York Sate Gas and Electric Company near Canandaigua, New York.

2. Seller shall Tender to or for the account of Customer, Equivalent Quantities of Gas stored hereunder, at the Point of Injection/Withdrawal.

ARTICLE III

TERM OF AGREEMENT

1. This Agreement shall be effective as of the date first above written and shall remain in effect for a primary term commencing August ___, 2000 and ending March 31, 2001.

ARTICLE IV

RATE SCHEDULE AND CHARGES

1. Each Month, Customer shall pay Seller for the service hereunder, an amount determined in accordance with Seller's Rate Schedule FSS and the applicable provisions of the General Terms and Conditions of Seller's FERC Gas Tariff, Original Volume No. 2, as filed with the Commission. Such Rate Schedule and General Terms and Conditions are incorporated by reference and made a part hereof. Sections IV & V of Exhibit A hereto sets forth the applicable information as follows, which shall be utilized for transactions hereunder:

(a) Rates and Charges

(b) Additional charges which are applicable.

Exhibit A to this Agreement shall specify the Rates and Charges and Additional charges which are applicable. When the level of any Additional charges is changed pursuant to Commission authorization or direction, Seller may unilaterally effect an amendment to Exhibit A to reflect such change(s) by so specifying in a written communication to Customer.

2. It is further agreed that Seller may seek authorization from the Commission and/or other appropriate body for such changes to any rates, terms and conditions set forth herein, in Rate Schedule FSS or in the General Terms and Conditions of Seller’s FERC Gas Tariff, as may be found necessary to assure Seller 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 Seller's filing in whole or in part.

3. Further Agreement:

(Write None or specify the agreement).

ARTICLE V

NOTICE

1. 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, effective as of the postmark date, to the post office address of the party intended to receive the same, as the case may be, as follows:

ARTICLE VI

INCORPORATION BY REFERENCE

The provisions of Rate Schedule FSS and the General Terms and Conditions of Seller's FERC Gas Tariff, Original Volume No. 1a, as may be modified or amended from time to time, are specifically incorporated herein by reference and made a part hereof

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed by their respective officers or Representatives hereunto duly authorized.

EXHIBIT "A"

to

Agreement between

Honeoye Storage Corporation (Seller)

and

_____________________________________ (Customer)

Dated___________________________