MidCon Interconnect Agreements

Attached are drafts of the MidCon Interconnect Agreement for Deer Park and
Greens Bayou. The agreements are written with the following key points.

1. HPL will install both meter facility to mutally agreeable specifications.
2. HPL will own and operate the Greens Bayou Point.
3. MidCon will own and operate the Deer Park Point.
4. All costs to install both interconnects will be shared 50/50 by the
Parties under a true up mechanism based on actual costs.
5. Pressure committments by both Parties for 5 years, with failure to meet
such committments resulting in reimbursement by the failing Party of all
costs borne by the non-failing Party for that interconnect only at which the
pressure committment is not met.
6. Each Party has a right to use at all times 50% of the then available
capacity at each interconnect, unless a Party fails to meet its pressure
committment.

Please review.