GENERAL TERMS AND CONDITIONS
                                  (Continued)
   
        11.5 Creditworthiness.  Seller shall not be required to commence
             service or, subject to the following provisions, to continue
             to provide service and may terminate a Agreement with any
             Customer under Rate Schedule FS with a primary term of one
             year or less and Service Agreements under Rate Schedule IS,
             if:
   
                  (1)  Customer is or has become insolvent;
   
                  (2)  Customer has applied for bankruptcy under Chapter
                       11 of the Bankruptcy Code, or which is subject to
                       similar proceedings under State or Federal law; or
   
                  (3)  Customer, when requested by Seller to demonstrate
                       creditworthiness, fails to do so in Sellers
                       reasonable judgement, in light of previous payment
                       experience and changes thereto and the prudent
                       credit analysis of information available; provided,
                       however, that any such Customer that is receiving
                       service shall continue to receive service for a
                       period of fifteen (15) Days after written notice by
                       Seller of any such circumstance, and shall continue
                       thereafter to receive service if, within such
                       fifteen (15) Day notice period, such Customer:
   
                       (i) deposits with Seller and maintains, on account,
                           an amount which would be due for three (3)
                           Months service at the full contract quantities
                           set forth in the Service Agreement; or
   
                       (ii)
                           furnishes good and sufficient security, which
                           may include an acceptable standby letter of
                           credit, or monthly prepayment agreement or
                           other security as reasonably determined by
                           Seller, of a continuing nature and in an amount
                           equal to such amounts which would be due for
                           service. If such payment on account or payment
                           security is not received within such fifteen
                           (15) Day notice period, Seller may, without
                           waiving any rights or remedies it may have,
                           suspend further service for a period of ten
                           (10) Days.