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Amendatory Agreement

This Amendment is entered into this 23rd 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  extension;  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:



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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



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



ATTEST:                                     ATLANTA GAS LIGHT COMPANY

BY:     /S/  Melanie M. Platt               BY:     /S/  Thomas H. Benson
Title:       Corporate Secretary            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) AR other surcharges shall be assessed at full rate under this Agreement.

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



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