Mailing Address: P.O. Box 1642 Houston, TX

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1 5400 Westheimer Court Houston, TX main Mailing Address: P.O. Box 1642 Houston, TX August 20, 2013 Ms. Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, NE Washington, DC Re: Texas Eastern Transmission, LP, Docket No. RP Dear Ms. Bose: Pursuant to Section 4 of the Natural Gas Act 1 and Part 154 of the regulations of the Federal Energy Regulatory Commission ( Commission ) promulgated thereunder, 2 Texas Eastern Transmission, LP ( Texas Eastern ) hereby submits for filing as part of its FERC Gas Tariff, Eighth Revised Volume No. 1 ( Tariff ), the tariff record listed in Appendix A to be effective on August 21, STATEMENT OF NATURE, REASONS AND BASIS Texas Eastern is making this filing pursuant to Section 29 of the General Terms and Conditions of Texas Eastern s Tariff in order to reflect a negotiated rate transaction that it has entered into with Chesapeake Energy Marketing, Inc. ( Chesapeake ) for firm transportation service under Rate Schedule FT-1. The tariff record identifies and describes the negotiated rate transaction with Chesapeake, including the exact legal name of the shipper, the negotiated rates, the rate schedule, the contract terms, and the contract quantities. The proposed tariff record includes footnotes where necessary to provide further details of the negotiated rate transaction reflected therein. Chesapeake acquired the capacity as a result of a short-term release of capacity for the period from August 21, 2013, through and including August 31, 2013, by ConocoPhillips Company ( ConocoPhillips ) of capacity under FT-1 service agreement, to which the negotiated rate agreement set forth in Section of Part 4 of the Texas Eastern Tariff is applicable. Texas Eastern has entered into an individual negotiated rate agreement with Chesapeake to reflect the negotiated usage rate that was automatically passed through to Chesapeake pursuant to the terms of the negotiated rate agreement with ConocoPhillips. PROPOSED EFFECTIVE DATE Texas Eastern proposes that the tariff record filed herein become effective on August 21, Texas Eastern respectfully requests a waiver of the notice requirement contained in Section of the Commission s regulations, 18 C.F.R , and any other waivers that may be required for the Commission to accept the tariff record filed herein to become effective as requested U.S.C. 717c (2006). 18 C.F.R. Pt. 154 (2013).

2 Ms. Kimberly D. Bose, Secretary Federal Energy Regulatory Commission August 20, 2013 Page 2 IMPLEMENTATION Pursuant to Section 154.7(a)(9) of the Commission s regulations, 18 C.F.R (a)(9), Texas Eastern files this motion to place the revised tariff record filed herein into effect at the expiration of any suspension period set by the Commission, provided that the tariff changes are approved as filed and without condition. In the event the tariff record filed herewith is not approved as filed and without condition, Texas Eastern reserves the right to file a motion at a later date to place such tariff record into effect. COMPLIANCE WITH REGULATIONS In compliance with Section 154.4(c) of the Commission s regulations, 18 C.F.R (c), all contents of this filing are being submitted as part of an XML filing package in conformance with the Secretary of the Commission s instructions. In compliance with Section (a) of the Commission s regulations, 18 C.F.R (a), a marked version of the proposed tariff record showing additions to and deletions from the currently effective tariff record is attached. Copies of this filing are being posted in accordance with Section of the Commission's regulations, 18 C.F.R In accordance with Section of the Commission's regulations, 18 C.F.R , copies of this filing are being served electronically on Texas Eastern s customers and interested state commissions. A paper copy of this filing may only be served if a customer or state commission has been granted a waiver of electronic service pursuant to Section 390 of the Commission s regulations, 18 C.F.R CORRESPONDENCE AND COMMUNICATION All correspondence and communications regarding this filing should be addressed to the following: * Janice K. Devers, General Manager, Tariffs and Commercial Development Texas Eastern Transmission, LP P. O. Box 1642 Houston, TX Phone: (713) jkdevers@spectraenergy.com and

3 Ms. Kimberly D. Bose, Secretary Federal Energy Regulatory Commission August 20, 2013 Page 3 * Marcy F. Collins, Associate General Counsel Texas Eastern Transmission, LP P. O. Box 1642 Houston, TX Phone: (713) mfcollins@spectraenergy.com * Parties to be designated on the Commission s Official Service List. Enclosures Please contact the undersigned at (713) with any questions regarding this filing. Respectfully submitted, /s/ Janice K. Devers Janice K. Devers, General Manager Tariffs and Commercial Development

4 TEXAS EASTERN TRANSMISSION, LP Eighth Revised Volume No. 1 APPENDIX A Version Section (Description & Title) Part 4 Statements of Rates Chesapeake Energy Marketing - contract

5 Texas Eastern Transmission, LP Part 4 - Statements of Rates FERC Gas Tariff Chesapeake Energy Marketing - contract Eighth Revised Volume No. 1 Version Page 1 of 3 STATEMENT OF NEGOTIATED RATES 1/ Customer Name: Chesapeake Energy Marketing, Inc. Service Agreement: Term of Negotiated Rate: The term of this negotiated rate commences on August 21, 2013 and continues until and including August 31, Rate Schedule: FT-1 (TEMAX Project Facilities) MDQ: 8,000 Dth/d Reservation Rate: Customer shall pay a reservation rate, as determined pursuant to the capacity release processes set forth in Section 3.14 of the General Terms and Conditions of the Texas Eastern Tariff, per Dth, per day ("Reservation Rate") of Customer's MDQ under Contract No during the Negotiated Rate Term. Usage Rate: Usage rates shall be determined as follows: A. At any time and from time to time during the term of this negotiated rate that there is a Remaining MDRO (as defined below) greater than zero at the REX Interconnect (defined below), the following shall apply: 1. For purposes of this negotiated rate agreement only the following definitions shall apply: (a) The term Primary Path shall mean the path from the REX Interconnect (as a Point of Receipt) to the interconnection between Pipeline s system and Transcontinental Gas Pipe Line Company, LLC s system in Delta, Pennsylvania (as a Point of Delivery). (b) The term Forwardhaul or Downstream shall mean the same direction of flow as the flow contemplated by the Primary Path. (c) The term Backhaul shall mean the direction of flow that is opposite from the flow contemplated by the Primary Path. (d) The term Remaining MDRO shall mean the quantity equal to the difference at any time between (i) the MDRO under Contract No at the REX Interconnect prior to any release of capacity by Customer under Contract No pursuant to Section 3.14 of the General Terms and Conditions of Texas Eastern s FERC Gas Tariff ( GT&C ), and (ii) any quantity of capacity released at such time by Customer under Contract No pursuant to Section 3.14 of the GT&C on the Forwardhaul segment of mainline capacity extending from the REX Interconnect to the first Point

6 Texas Eastern Transmission, LP Part 4 - Statements of Rates FERC Gas Tariff Chesapeake Energy Marketing - contract Eighth Revised Volume No. 1 Version Page 2 of 3 of Receipt, Point of Delivery or compressor station located Downstream of the REX Interconnect (for clarity, the term Remaining MDRO, as used herein, and the term Net MDRO, as used in Pipeline s LINK system, have different meanings and are intended to be utilized for different purposes). 2. With respect to service, up to a delivered quantity equal to the applicable Remaining MDRO, from a Primary Receipt Point (up to the applicable MDRO) to a Primary or Secondary Delivery Point in Zone M2 or M3, the Usage-1 charge shall be $0.00 / Dth delivered, the Usage-2 charge will be the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge, and Customer shall also pay a negotiated Applicable Shrinkage ("ASA") charge of 1.2%; however, the applicable Annual Charge Adjustment ( ACA ) charge and other charges/surcharges applicable to Customer's Contract No under Rate Schedule FT-1 will not be assessed. 3. With respect to Backhaul service, up to a delivered quantity equal to the applicable Remaining MDRO, from a Secondary Receipt Point located in the Primary Path to a Primary or Secondary Delivery Point in Zone M2 or M3, the Usage-1 charge shall be $0.00 / Dth delivered, the Usage-2 charge will be the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge, and Customer shall also pay a negotiated ASA charge of 1.2%; however, the applicable ACA charge and other charges / surcharges applicable to Customer s Contract No under Rate Schedule FT-1 will not be assessed. 4. Notwithstanding anything to the contrary in this Usage Rate section, the delivered quantity eligible to receive the negotiated usage rates and ASA charges contemplated in Sections A.2 and A.3 above is limited in the aggregate on any given Day across all nominations on Contract to a delivered quantity equal to the Remaining MDRO held at the applicable time under Contract No B. In lieu of the rates and charges set forth in Section A above, with respect to service not meeting the criteria of Sections A.2 or A.3 above, as capped pursuant to Section A.4 above, the following system rates will apply: The usage rate shall be a negotiated rate equal to the maximum applicable system Usage-1 charge under Texas Eastern s Rate Schedule FT- 1 multiplied by the quantity of gas, in Dekatherms, delivered during the applicable Day and the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge multiplied by the quantity of gas, in Dekatherms, delivered during the applicable Day that qualifies under Texas Eastern s Rate Schedule FT-1 for the Usage-2 charge, and Customer shall also pay the applicable system ACA charge under Texas Eastern s Rate Schedule FT-1, and a negotiated ASA charge equal to the applicable system ASA charge under Texas Eastern s Rate Schedule FT-1 (as calculated based upon the Commission approved ASA methodology and/or application of any Commission approved tracking mechanism) and other surcharges applicable to Customer s Contract No C. Notwithstanding anything in this negotiated rate agreement to the contrary, in the event that Customer desires transportation under the Service Agreement on any facilities or to or from any points related to incremental projects placed into service after the date hereof,

7 Texas Eastern Transmission, LP Part 4 - Statements of Rates FERC Gas Tariff Chesapeake Energy Marketing - contract Eighth Revised Volume No. 1 Version Page 3 of 3 such service shall be available to Customer on a not unduly discriminatory basis, to the extent, but not otherwise, that Customer elects to pay the maximum applicable incremental recourse rate charges, access charge(s), surcharge(s) and fuel which apply to service on such facilities or to or from such points. D. The negotiated usage and fuel rates set forth in this Usage Rate section shall apply in their entirety to any replacement customer pursuant to a release of all or a portion of the Primary Path subscribed under Contract No pursuant to Section 3.14 of the GT&C, if such replacement customer elects to pay such negotiated usage and fuel rates in lieu of the applicable recourse Rate Schedule FT-1 (TEMAX Project Facilities) usage and fuel rates. Primary Receipt Point: Kinder Morgan REX Clarington, Monroe Co., Ohio. Primary Delivery Point: Williams-Transco, Lower Chanceford-York Co., PA. Recourse Rate(s): The Recourse Rate(s) applicable to this service is the maximum rate(s) stated on Texas Eastern's currently effective Statement of Rates for Rate Schedule FT-1 (TEMAX Project Facilities). 1/ This negotiated rate shall apply only to service under Contract No , and using the points designated herein and secondary points in Zone M2 and M3; provided, if Customer changes its primary points listed above (or the MDROs or MDDOs associated with such points) pursuant to the provisions of Pipeline s FERC Gas Tariff, Pipeline shall have the option to terminate this negotiated rate by providing Customer with written notice of Pipeline s intent to terminate the negotiated rate and, in such case, this negotiated rate shall terminate and Pipeline s maximum recourse rates referenced above for service under Rate Schedule FT-1 (TEMAX Project Facilities) shall apply for the remaining term of the Service Agreement, unless and until otherwise agreed in writing between Customer and Pipeline; provided, further that following the term of this negotiated rate as such term is described above, Pipeline s maximum recourse rates referenced above for service under Rate Schedule FT-1 (TEMAX Project Facilities) shall apply for any remaining term under the Service Agreement.

8 Chesapeake Energy Marketing - contract Version Page 1 of 3 STATEMENT OF NEGOTIATED RATES 1/ Customer Name: Chesapeake Energy Marketing, Inc. Service Agreement: Term of Negotiated Rate: The term of this negotiated rate commences on August 21, 2013 and continues until and including August 31, Rate Schedule: FT-1 (TEMAX Project Facilities) MDQ: 8,000 Dth/d Reservation Rate: Customer shall pay a reservation rate, as determined pursuant to the capacity release processes set forth in Section 3.14 of the General Terms and Conditions of the Texas Eastern Tariff, per Dth, per day ("Reservation Rate") of Customer's MDQ under Contract No during the Negotiated Rate Term. Usage Rate: Usage rates shall be determined as follows: A. At any time and from time to time during the term of this negotiated rate that there is a Remaining MDRO (as defined below) greater than zero at the REX Interconnect (defined below), the following shall apply: 1. For purposes of this negotiated rate agreement only the following definitions shall apply: (a) The term Primary Path shall mean the path from the REX Interconnect (as a Point of Receipt) to the interconnection between Pipeline s system and Transcontinental Gas Pipe Line Company, LLC s system in Delta, Pennsylvania (as a Point of Delivery). (b) The term Forwardhaul or Downstream shall mean the same direction of flow as the flow contemplated by the Primary Path. (c) The term Backhaul shall mean the direction of flow that is opposite from the flow contemplated by the Primary Path. (d) The term Remaining MDRO shall mean the quantity equal to the difference at any time between (i) the MDRO under Contract No at the REX Interconnect prior to any release of capacity by Customer under Contract No pursuant to Section 3.14 of the General Terms and Conditions of Texas Eastern s FERC Gas Tariff ( GT&C ), and (ii) any quantity of capacity released at such time by Customer under Contract No pursuant to Section 3.14 of the GT&C on the Forwardhaul segment of mainline capacity extending from the REX Interconnect to the first Point

9 Chesapeake Energy Marketing - contract Version Page 2 of 3 of Receipt, Point of Delivery or compressor station located Downstream of the REX Interconnect (for clarity, the term Remaining MDRO, as used herein, and the term Net MDRO, as used in Pipeline s LINK system, have different meanings and are intended to be utilized for different purposes). 2. With respect to service, up to a delivered quantity equal to the applicable Remaining MDRO, from a Primary Receipt Point (up to the applicable MDRO) to a Primary or Secondary Delivery Point in Zone M2 or M3, the Usage-1 charge shall be $0.00 / Dth delivered, the Usage-2 charge will be the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge, and Customer shall also pay a negotiated Applicable Shrinkage ("ASA") charge of 1.2%; however, the applicable Annual Charge Adjustment ( ACA ) charge and other charges/surcharges applicable to Customer's Contract No under Rate Schedule FT-1 will not be assessed. 3. With respect to Backhaul service, up to a delivered quantity equal to the applicable Remaining MDRO, from a Secondary Receipt Point located in the Primary Path to a Primary or Secondary Delivery Point in Zone M2 or M3, the Usage-1 charge shall be $0.00 / Dth delivered, the Usage-2 charge will be the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge, and Customer shall also pay a negotiated ASA charge of 1.2%; however, the applicable ACA charge and other charges / surcharges applicable to Customer s Contract No under Rate Schedule FT-1 will not be assessed. 4. Notwithstanding anything to the contrary in this Usage Rate section, the delivered quantity eligible to receive the negotiated usage rates and ASA charges contemplated in Sections A.2 and A.3 above is limited in the aggregate on any given Day across all nominations on Contract to a delivered quantity equal to the Remaining MDRO held at the applicable time under Contract No B. In lieu of the rates and charges set forth in Section A above, with respect to service not meeting the criteria of Sections A.2 or A.3 above, as capped pursuant to Section A.4 above, the following system rates will apply: The usage rate shall be a negotiated rate equal to the maximum applicable system Usage-1 charge under Texas Eastern s Rate Schedule FT- 1 multiplied by the quantity of gas, in Dekatherms, delivered during the applicable Day and the maximum applicable Rate Schedule FT-1 (TEMAX Project Facilities) recourse Usage-2 charge multiplied by the quantity of gas, in Dekatherms, delivered during the applicable Day that qualifies under Texas Eastern s Rate Schedule FT-1 for the Usage-2 charge, and Customer shall also pay the applicable system ACA charge under Texas Eastern s Rate Schedule FT-1, and a negotiated ASA charge equal to the applicable system ASA charge under Texas Eastern s Rate Schedule FT-1 (as calculated based upon the Commission approved ASA methodology and/or application of any Commission approved tracking mechanism) and other surcharges applicable to Customer s Contract No C. Notwithstanding anything in this negotiated rate agreement to the contrary, in the event that Customer desires transportation under the Service Agreement on any facilities or to or from any points related to incremental projects placed into service after the date hereof,

10 Chesapeake Energy Marketing - contract Version Page 3 of 3 such service shall be available to Customer on a not unduly discriminatory basis, to the extent, but not otherwise, that Customer elects to pay the maximum applicable incremental recourse rate charges, access charge(s), surcharge(s) and fuel which apply to service on such facilities or to or from such points. D. The negotiated usage and fuel rates set forth in this Usage Rate section shall apply in their entirety to any replacement customer pursuant to a release of all or a portion of the Primary Path subscribed under Contract No pursuant to Section 3.14 of the GT&C, if such replacement customer elects to pay such negotiated usage and fuel rates in lieu of the applicable recourse Rate Schedule FT-1 (TEMAX Project Facilities) usage and fuel rates. Primary Receipt Point: Kinder Morgan REX Clarington, Monroe Co., Ohio. Primary Delivery Point: Williams-Transco, Lower Chanceford-York Co., PA. Recourse Rate(s): The Recourse Rate(s) applicable to this service is the maximum rate(s) stated on Texas Eastern's currently effective Statement of Rates for Rate Schedule FT-1 (TEMAX Project Facilities). 1/ This negotiated rate shall apply only to service under Contract No , and using the points designated herein and secondary points in Zone M2 and M3; provided, if Customer changes its primary points listed above (or the MDROs or MDDOs associated with such points) pursuant to the provisions of Pipeline s FERC Gas Tariff, Pipeline shall have the option to terminate this negotiated rate by providing Customer with written notice of Pipeline s intent to terminate the negotiated rate and, in such case, this negotiated rate shall terminate and Pipeline s maximum recourse rates referenced above for service under Rate Schedule FT-1 (TEMAX Project Facilities) shall apply for the remaining term of the Service Agreement, unless and until otherwise agreed in writing between Customer and Pipeline; provided, further that following the term of this negotiated rate as such term is described above, Pipeline s maximum recourse rates referenced above for service under Rate Schedule FT-1 (TEMAX Project Facilities) shall apply for any remaining term under the Service Agreement.

11 CERTIFICATE OF SERVICE I hereby certify that I have electronically served the foregoing document upon customers of Texas Eastern Transmission, LP and interested state commissions that have requested electronic service. A paper copy of this filing may only be served if a customer or state commission has been granted a waiver of electronic service pursuant to Section 390 of the Commission s regulations. Dated at Houston, Texas this 20 th day of August, /s/ Marcy L. McCain Marcy L. McCain On behalf of Texas Eastern Transmission, LP

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