Contract # 3.2229

                      SERVICE AGREEMENT UNDER RATE SCHEDULE LNG

         THIS AGREEMENT entered into this 25 day of October, 1999 by and
         between TRANSCONTINENTAL GAS PIPE LINE CORPORATION, a Delaware
         corporation, hereinafter referred to as Seller, first party, and
         NUI CORPORATION, a New Jersey corporation, hereinafter referred to
         as Buyer, second party

                                     WITNESSETH:

         WHEREAS, Buyer and Seller are parties to a service agreement under
         Seller's Rate Schedule LG-A dated January 12, 1971 pursuant to
         which Seller provides liquefied natural gas storage service for
         Buyer up to a total volume of 94,770 Mcf of natural gas which is
         Buyer's Liquefaction Capacity Volume; and

         WHEREAS, Buyer submitted to Seller on April 17, 1998, a binding
         nomination for additional service under Rate Schedule LG-A in
         response to Seller's open season announcement of the availability
         of Rate Schedule LG-A service as of November 1, 1998; and

         WHEREAS, such firm storage service under Rate Schedule LG-A became
         available on November 1, 1998, as a result of the termination
         effective October 31, 1998 of a certain Rate Schedule LG-A service
         agreement between Seller and PG Energy Inc.; and

         WHEREAS, Buyer and Seller were allowed to enter into an agreement
         for service under Rate Schedule LG-A for one year only, after
         which time remaining service must be under Part 284 of the
         Commission's regulations; and

         WHEREAS, Seller has made available to Buyer storage capacity from
         its liquefaction plant upstream of Carlstadt, New Jersey under
         Part 284 of the Commission's regulations; and Buyer desires to
         purchase and Seller desires to sell natural gas storage service
         under Seller's Rate Schedule LNG as set forth herein;

         NOW, THEREFORE, Seller and Buyer agree as follows:


                                      ARTICLE I
                               SERVICE TO BE RENDERED

         Subject to the terms and provisions of this agreement, and of
         Seller's Rate Schedule LNG, Seller agrees to liquefy natural gas,
         store such gas in liquefied form, withdraw from storage, gasify
         and deliver to Buyer, quantities of natural gas as follows:

         To withdraw from liquid storage and gasify the gas stored in
         liquefied form by Seller for Buyer's account up to a maximum
         quantity in any day of 15,000 dt which quantity shall be Buyer's
         Liquefaction Demand.

         To liquefy and store in liquefied form for Buyer's account during
         the Injection Period of any year up to a total quantity of 56,864
         dt, which quantity shall be Buyer's Liquefaction Capacity
         Quantity.

                                     ARTICLE II
                            POINT(S) OF RECEIPT/DELIVERY

         The Point or Points of Receipt/Delivery for all natural gas
         delivered by Seller to so Buyer under this agreement shall be at
         or near

         1. ERIE STREET METER STATION, located at milepost 1811.25 on
         Seller's main transmission line, near the junction of Caspian
         Street and Third Avenue, in the City of Elizabeth, Union County,
         New Jersey.

         2. CLOVERLEAF METER STATION, located at milepost 1802.79 on
         Seller's main transmission line, on the southwesterly side of St.
         George Avenue between Roanoke Avenue and Port Reading Railroad, in
         Woodbridge Township, Middlesex County, New Jersey.

         3. GRANDVEEW METER STATION, located at milepost 1799.62 on
         Seller's main transmission line, near the junction of U.S. Highway
         No. 1 and Grandview Avenue, in Edison Township, Middlesex County,
         New Jersey.

         4. NORTH AVENUE METER STATION, located adjacent to Seller's main
         transmission line at the intersection of North Avenue with Central
         Railroad of New Jersey in the city of Elizabeth, Union County, New
         Jersey.

         5. FORD MOTOR CONMANY METER STATION, located adjacent to
         Seller's main transmission line in Nixon, New Jersey, near U. S.
         Highway No. 1 where the facilities of Buyer connect with those of
         Seller.

         6. NEW VIILLAGE METER STATION, located at milepost 22.10 on
         Seller's Leidy Line, near New Village, Warren County, New Jersey.

         7. PENNINGTON METER STATION, located at milepost 1770.11 on
         Seller's main transmission line.

         8. CLINTON METER STATION, located at milepost 12.51 on Seller's
         Leidy Line, southwest of the City of Clinton, Hunterdon County,
         New Jersey.

         9. SEWAREN GENERATING STATION, Cliff Road and Smith Creek,
         Sewaren Section of Woodbridge Township, New Jersey.

         10. SPRUCE RUN METER STATION, located near milepost 15.91 on
         Seller's Leidy Line in Hunterdon, New Jersey.

                                      ARTICLE III
                                   DELIVERY PRESSURE

         Seller shall deliver natural gas to Buyer at the Point(s) of
         Delivery at a pressure(s) of Not less than fifty (50) pounds per
         square inch gauge or at such other pressures as may be agreed upon
         in the day-to-day operations of Buyer and Seller.

                                     ARTICLE IV
                                  TERM OF AGREEMENT

         This agreement shall be effective as of November 1, 1999 and shall
         remain in force and effect for a period terminating October 31,
         2002, and year to year thereafter, subject to termination by
         either party upon at least one hundred eighty (180) days prior
         written notice to the other party.

                                      ARTICLE V
                               RATE SCHEDULE AND PRICE

         Buyer shall pay Seller for natural gas service rendered hereunder
         in accordance with Seller's Rate Schedule LNG 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 amended or superseded from time to time at
         the initiative of either party. Such rate schedule and General
         Terms and Conditions are by this reference made a part hereof In
         the event Buyer and Seller mutually agree to a negotiated rate and
         specified term for service hereunder, provisions governing such
         negotiated rate (including surcharges) and term shall be set forth
         on Exhibit A to the service agreement.

                                     ARTICLE VI
                                    MISCELLANEOUS

         1. The subject headings of the Articles of this agreement are
         inserted for the purpose of convenient reference and are not
         intended to be a part of this agreement nor to be considered in
         the interpretation of the same.

         2. This agreement supersedes and cancels as of the effective date
         hereof the following contracts between the parties hereto:
         Contract # 2.6998

         3. 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.

         4. This agreement shall be interpreted, performed and enforced in
         accordance with the laws of the State of Texas.

         5. This agreement shall be binding upon, and inure to the benefit
         of the parties hereto and their respective successors and assigns.

         In witness whereof, the parties hereto have caused this agreement
         to be signed by their respective officers or representatives
         thereunto duly authorized.

         TRANSCONTINENTAL GAS PIPELINE CORPORATION (Seller)

         By: /s/ Frank J. Ferazzi, Vice President, Customer Service and
         Rates

         NUI CORPORATION D/B/A Elizabethtown Gas Company (Buyer)

         By: /s/ Thomas E. Smith, Director, Energy Planning