FORM OF
SERVICE AGREEMENT
   
Service Agreement No. ______________
Control No. _________________
   
AILS SERVICE AGREEMENT
   
THIS AGREEMENT, made and entered into on this _______ day of ___________ by
and between Caledonia Energy Partners, L.L.C. ("Caledonia") and
____________________________________________ ("Customer").
   
   
WITNESSETH:     That in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
   
   
Section 1.     Service to be Rendered.  Caledonia shall perform and Customer
shall receive service in accordance with the provisions of the effective AILS
Rate Schedule and applicable General Terms and Conditions of Caledonia s FERC
Gas Tariff, Original Volume No. 1 (Tariff), on file with the Federal Energy
Regulatory Commission (Commission), as the same may be amended or superseded
in accordance with the rules and regulations of the Commission.  Caledonia
shall loan quantities of Gas for Customer up to, but not exceeding, Customer s
Maximum Advanced Interruptible Loan Quantity (MAILQ) as specified in Appendix
A, as the same may be amended from time to time by agreement between Customer
and Caledonia, or in accordance with the rules and regulations of the
Commission.  Service hereunder shall be provided subject to the provisions of
Part 284 of the Commission s Regulations.
   
   
Section 2.     Term.     Service under this Agreement shall commence as of
____________ and shall continue in full force and effect until
________________ unless otherwise agreed to by mutual agreement of Caledonia
and Customer.  Pre-granted abandonment shall apply upon termination of this
Agreement.
   
   
Section 3.     Rates.     Customer shall pay Caledonia the charges as
described in the AILS Rate Schedule, and specified in Appendix A to this
Service Agreement.
   
   
Section 4.     Notices.  Notices to Caledonia under this Agreement shall be
addressed to the following:
   
   
Caledonia Energy Partners, LLC
2001 Timber Creek Road
Flower Mound, TX  75028
Attention:     Jim Goetz
Phone:          (972) 691-3332
Fax:          (972) 874-8743