Exhibit 10.17

Copano Energy, L.L.C.
Long-Term Incentive Plan

Grant of Options

|Grantee:    |  |  |       
|----------- |  |  | ------
|Grant Date: |  |  | , 2004

1.Grant of Options.Copano Energy, L.L.C. (the
"Company") hereby grants to you the right and option ("Options") to purchase all or any part of an aggregate of [            ] Common Units ("Units") of Copano
Energy, L.L.C. on the terms and conditions set forth herein and in the Copano Energy, L.L.C. Long-Term Incentive Plan (the "Plan"), which is incorporated herein by reference
as a part of this Agreement. This grant of Options does not include a tandem grant of DERs. In the event of any conflict between the terms of this Agreement and the Plan, the Plan shall control.
Capitalized terms used but not defined in this Agreement shall have the meaning attributed to such terms under the Plan, unless the context requires otherwise.

2.Purchase Price.The purchase price per Unit purchased pursuant to the exercise of the
Options shall be $                        , subject to adjustment as provided in the Plan.

3.Vesting and Exercise of Option.Subject to the further provisions of this Agreement,
the Options shall become vested and may be exercised in accordance with the following schedule, by written notice to the Company at its principal executive office addressed to the attention of its
Secretary (or such other officer or employee of the Company as the Company may designate from time to time):

Anniversary of
Grant Date

Cumulative
Vested Percentage1st

20
%2nd

40
%3rd

60
%4th

80
%5th

100
%


Notwithstanding the above schedule, but subject to the further provisions hereof, upon the occurrence of the following events the Options shall vest and become
exercisable as provided below:



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For
purposes of this Agreement, "employment with the Company" shall include being an employee or a director of the Company or an Affiliate.

There
is no minimum or maximum number of Units that must be purchased upon exercise of the Options. Instead, the Option may be exercised, at any time and from time to time, to purchase
any number of Units that are then vested and exercisable according to the provisions of this Agreement.

Notwithstanding
any of the foregoing, the Options shall not be exercisable in any event after the expiration of 10 years from the Grant Date.

All
Options that are not vested on your termination of employment as provided above shall be automatically cancelled without payment upon your termination.

4.Payment of Exercise Price.The purchase price of the Units as to which the Options
are exercised shall be paid in full at the time of exercise (a) in cash (including by check acceptable to the Company), (b) if the Units are readily tradable on a national securities
market or exchange, through a "cashless broker exercise" procedure (a "cashless broker exercise" is not available for executive officers of the Company except to the extent the exercise in such manner
is approved in advance by the Company) in accordance with a program established by the Company, (c) any other method approved by the Company, including, with the consent of the Committee, by
withholding a number of Units that would otherwise be delivered on exercise of the Option that have an aggregate Fair Market Value that does not exceed the aggregate exercise price for the Options
being then exercised, or (d) any combination of the foregoing. No fraction of a Unit shall be transferred upon exercise of the Options. Unless and until a certificate or certificates
representing such Units shall have been transferred by the Company to you, you (or the person permitted to exercise the Options in the event of your death) shall not be or have any of the rights or
privileges of a unitholder of the Company with respect to Units acquirable upon an exercise of the Options.

5.Withholding of Tax.To the extent that the exercise of an Option results in the
receipt of compensation by you with respect to which the Company or an Affiliate has a tax withholding obligation pursuant to applicable law, unless other arrangements have been made by you that are
acceptable to the Company or such Affiliate, which, with the consent of the Committee, may include withholding a number of Units that would otherwise be delivered on exercise or vesting that have an
aggregate Fair Market Value that does not exceed the amount of taxes to be withheld, you shall deliver to the Company or the Affiliate such amount of money as the Company or the Affiliate may require
to meet its withholding obligations under such applicable law. No delivery of Units shall be made

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pursuant
to the exercise of an Option under this Agreement until you have paid or made arrangements approved by the Company or the Affiliate to satisfy in full the applicable tax withholding
requirements of the Company or Affiliate.

6.Restrictions.By accepting this grant, you agree that the Units which you may acquire
by exercising the Options will not be sold or otherwise disposed of in any manner which would constitute a violation of any applicable federal or state securities laws. You also agree that
(i) the certificates representing the Units purchased under the Options may bear such legend or legends as the Committee deems appropriate in order to assure compliance with applicable
securities laws, (ii) the Company may refuse to register the transfer of the Units purchased under the Options on the transfer records of the Company if such proposed transfer would in the
opinion of counsel satisfactory to the Company constitute a violation of any applicable securities law, and (iii) the Company may give related
instructions to its transfer agent, if any, to stop registration of the transfer of the Units purchased under the Options.

7.Limitations Upon Transfer.All rights under this Agreement shall belong to you alone
and may not be transferred, assigned, pledged, or hypothecated by you in any way (whether by operation of law or otherwise), other than by will or the laws of descent and distribution and shall not be
subject to execution, attachment, or similar process. Upon any attempt by you to transfer, assign, pledge, hypothecate, or otherwise dispose of such rights contrary to the provisions in this Agreement
or the Plan, or upon the levy of any attachment or similar process upon such rights, such rights shall immediately become null and void.

8.Insider Trading.The terms of the Company's Insider Trading Policy are incorporated
herein by reference. The timing of the delivery of any Units pursuant to an Option exercise shall be subject to and comply with such policy.

9.Binding Effect.This Agreement shall be binding upon and inure to the benefit of any
successors to the Company and all persons lawfully claiming under you.

10.Entire Agreement.This Agreement constitutes the entire agreement of the parties
with regard to the subject matter hereof, and contains all the covenants, promises, representations, warranties and agreements between the parties with respect to the Option granted hereby. Without
limiting the scope of the preceding sentence, all prior understandings and agreements, if any, among the parties hereto relating to the subject matter hereof are hereby null and void and of no further
force and effect.

11.Modifications.Except as provided below, any modification of this Agreement shall be
effective only if it is in writing and signed by both you and an authorized officer of the Company. Notwithstanding anything in the Plan or this Agreement to the contrary, if the Committee determines
that the terms of this grant do not, in whole or in part, satisfy the requirements of new Section 409A of the Internal Revenue Code, the Committee, in its sole discretion, may unilaterally
modify this Agreement in such manner as it deems appropriate to comply with such section and any regulations or guidance issued thereunder.

12.Governing Law.This Agreement shall be governed by, and construed in accordance
with, the laws of the State of Texas, without regard to conflicts of laws principles thereof.

IN WITNESS WHEREOF, the Company has caused this Agreement to be executed by its duly authorized officer all effective as of the day and
year first above written.

| | Copano Energy, L.L.C.
| | ---------------------
| | By:                  
| |                      
| |                      

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