Gerald,
	Just to be clear, this is the draft that Oakhill is reviewing and I expect to meet and have 
	discussions later today or tomorrow.

	mk




 -----Original Message-----
From: 	Knippa, Mark  
Sent:	Thursday, June 14, 2001 2:25 PM
To:	Timothy Vanakern (E-mail)
Cc:	Knippa, Mark
Subject:	OGS Pipeline LLP - Compression Service Agreement "Draft" 6/13/01
Importance:	High
Sensitivity:	Confidential



	Tim, 
	Here is the "Draft" CSA that we discussed.  As I mentioned, I have taken some time and worked
	in the specifics to our transaction.   This is a Draft that I need you to review and make comments
	back to me.  Since yourself, John and your Alliant resource are in town Monday & Tuesday, I would
	like to establish a time that I can meet and walk through the agreement and discuss any specifics.
	This would probably be most productive after you have had the opportunity to review but before you
	spend a lot of time trying to work everything out.  

	Either way, I'll make myself available Monday afternoon or Tuesday morning to meet.  Again, I want
	to re-enforce the need for us to get this document executed before the end of this month to take
	advantage of the equipment, installation and maintenance contract included in this Compression Service
	quote.  As always, the commodity pricing will need to be re-established at the time of our execution
	of the final CSA.

	There will also be a separate Maintenance Agreement whereby ECS will contract for all the maintenance
	services over the CSA's duration from the Start Date to the end of Term.  To ensure that we have no
	confusion, I'm assuming that Oakhill is providing day-to-day Operation of the facility the equipment and 
	your system.  Our Services will cover the "Electrical Drive System" up to the shaft of the compressors
	and we will have an option for the term maintenance of the remaining equipment on these skids (compressors,
	cylinders, valves, dumps, pre-lube system, etc.) 
		

 	
		 
	
	Feel free to contact me with any questions or comments between now and our meeting.  My office phone
	is 713-853-3463 and my cell phone is 713-851-7703.


	Thanks,
	Mark Knippa