Amendatory Agreement


         This Amendment is entered into this 23 day of August, 1996, between
SOUTHERN  NATURAL  GAS  COMPANY   ("Company")  and  ATLANTA  GAS  LIGHT  COMPANY
("Shipper").

                                    RECITALS:

         1. Company and Shipper are parties to a firm  transportation  agreement
dated  September 1, 1994  (#902470) for 100,000 Mcf per day, as amended March 1,
1995 (the  "September FT  Agreement"),  a firm  transportation  agreement  dated
November  1, 1994  (#904460),  as amended  March 1, 1995 and June 1,  1995,  for
255,812  Mcf  per  day  (the   "November  FT   Agreement"),   a  no-notice  firm
transportation  agreement  dated  November 1, 1994 (#904461) as amended March 1,
1995 for  406,222 Mcf per day (the "FT-NN  Agreement"),  and a contract  storage
service  agreement dated November 1, 1994 as amended March 1, 1995 (#S20150) for
20,117,674 Mcf (the "CSS Agreement");

         2. Shipper has  notified  Company that it desires to extend the term of
the September FT Agreement,  the November FT Agreement, the FT-NN Agreement, and
the CSS Agreement as provided below.

                                   AGREEMENTS:

         In consideration for the premises and the mutual promises and covenants
contained herein, the parties agree as follows:

     1.  Section  4.1 of the  September  FT  Agreement  shall be  deleted in its
entirety and the following Section 4.1 substituted therefor:

                  4.1      Subject  to the  provisions  hereof,  this  Agreement
                           shall   become   effective   as  of  the  date  first
                           hereinabove  written  and shall be in full  force and
                           effect for a primary term through  February 28, 1999,
                           and shall continue and remain in force and effect for
                           successive  terms of one year each  thereafter if the
                           parties mutually agree in writing to each such yearly
                           extension  at least  60 days  prior to the end of the
                           primary term or any subsequent yearly extension.


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         2. The First Revised  Exhibit E to the September FT Agreement  shall be
deleted in its entirety and the Second Revised  Exhibit E attached  hereto shall
be substituted therefor.

     3.  Section  4.1 of the  November  FT  Agreement  shall be  deleted  in its
entirety and the following Section 4.1 substituted therefor:

                  4.1      Subject  to the  provisions  hereof,  this  Agreement
                           shall   become   effective   as  of  the  date  first
                           hereinabove  written  and shall be in full  force and
                           effect  for a  primary  term  through  the  following
                           dates: (a) April 30, 2007, for 110,905 Mcf per day of
                           Transportation  Demand and June 30,  2007,  for 1,000
                           Mcf  per  day  of  Transportation  Demand  and  shall
                           continue   and   remain  in  force  and   effect  for
                           successive  terms of one year  each  after the end of
                           each primary term for the  specified  volume,  unless
                           and until  canceled  with  respect to the  associated
                           volume by either party giving 180 days written notice
                           to the other party prior to the end of the  specified
                           primary  term or any yearly  extension  thereof;  (b)
                           February  29,  2000,   for  21,139  Mcf  per  day  of
                           Transportation  Demand and shall  continue and remain
                           in force and effect for successive  terms of one year
                           each  thereafter  if the  parties  mutually  agree in
                           writing  to each such  yearly  extension  at least 60
                           days  prior  to  the  end  of  the  primary  term  or
                           subsequent  yearly  extention;  and (c)  February 28,
                           1999,  for  122,768  Mcf  per  day of  Transportation
                           Demand  and shall  continue  and  remain in force and
                           effect  for   successive   terms  of  one  year  each
                           thereafter if the parties  mutually  agree in writing
                           to each such yearly  extension at least 60 days prior
                           to the end of the primary term or  subsequent  yearly
                           extension.

     4. Section 4.1 of the FT-NN  Agreement shall be deleted in its entirety and
the following Section 4.1 substituted therefor:

                  4.1      Subject  to the  provisions  hereof,  this  Agreement
                           shall   become   effective   as  of  the  date  first
                           hereinabove  written  and shall be in full  force and
                           effect  for a  primary  term  through  the  following
                           dates:  (a) February 29, 2000, for 24,133 Mcf per day
                           of  Transportation  Demand  and  shall  continue  and
                           remain in force and  effect for  successive  terms of
                           one year  each  thereafter  if the  parties  mutually
                           agree in writing  to each such  yearly  extension  at
                           least 60 days prior to the end of the primary term or
                           subsequent  yearly  extension;  and (b)  February 28,
                           1999,  for  382,089  Mcf  per  day of  Transportation
                           Demand  and shall  continue  and  remain in force and
                           effect  for   successive   terms  of  one  year  each
                           thereafter if the parties  mutually  agree in writing
                           to each such yearly  extension at least 60 days prior
                           to the end of the primary term or  subsequent  yearly
                           extension.

     5.  Section 4.1 of the CSS  Agreement  shall be deleted in its entirety and
the following Section 4.1 substituted therefor:

                  4.1      Subject  to the  provisions  hereof,  this  Agreement
                           shall   become   effective   as  of  the  date  first
                           hereinabove  written  and shall be in full  force and
                           effect  for a  primary  term  through  the  following
                           dates:  (a) February 29, 2000,  for 1,195,179 Mcf per
                           day of Maximum  Storage  Quantity and shall  continue
                           and remain in force and effect for  successive  terms
                           of one year each  thereafter if the parties  mutually
                           agree in writing  to each such  yearly  extension  at
                           least 60 days prior to the end of the primary term or
                           subsequent  yearly  extension;  and (b)  February 28,
                           1999, for  18,922,495 Mcf per day of Maximum  Storage
                           Quantity  and shall  continue and remain in force and
                           effect  for   successive   terms  of  one  year  each
                           thereafter if the parties  mutually  agree in writing
                           to each such yearly  extension at least 60 days prior
                           to the end of the primary term or  subsequent  yearly
                           extension.

         6. Except as provided herein, the September FT Agreement,  the November
FT Agreement,  the FT-NN  Agreement,  and the CSS Agreement shall remain in full
force and effect as written.

         7. This  Amendment is subject to all  applicable,  valid laws,  orders,
rules, and regulations of any governmental  entity having  jurisdiction over the
parties or the subject matter hereof.

         WHEREFORE,  the parties have executed this Amendment through their duly
authorized representatives to be effective as of the date first written above.

ATTEST:                           SOUTHERN NATURAL GAS COMPANY



By:  James J. Cleary              By:  James E. Moylan, Jr.
Title:  Vice President            Title:  President


ATTEST:                           ATLANTA GAS LIGHT COMPANY



By:__________________________     By:  Thomas H. Benson
Title:_______________________     Title:  Executive Vice President and Chief
                                  Operating Officer



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     Service Agreement No. 902470


                                 SECOND REVISED

                                    EXHIBIT E

                              DISCOUNT INFORMATION


Discounted Rates:

     (1) The Reservation Charge under this Agreement shall be $10.50/Mcf;

     (2) The applicable GSR Cost Surcharge and GSR Volumetric Surcharge shall be
capped at 50% each;

     (3) All  other  surcharges  shall  be  assessed  at full  rate  under  this
Agreement.



Discounted Rate Effective from 3/1/95 to 2/28/99


/s/  Thomas H. Benson         /s/  James E. Moylan, Jr.
ATLANTA GAS LIGHT COMPANY     SOUTHERN NATURAL GAS COMPANY