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Texas gas transmission, LLC ("the company") established the texas gas employee welfare benefits trust ("the trust") to PRE-fund certain future retiree health care benefits of retired participants. The benefits committee of the company controls and manage the operation and administration of the plan. Assets of the plan are invested in the trust and held by the custodian. The plan is a defined benefit health and welfare benefit plan established to provide health, life, accidental death and dismemberment, long-term disability, and severance (until december 1, 2008 when the severance component of the plan was terminated) benefits to substantially ALL active and long-term disabled employee (excluding severance) of the company and to the dependents of such employee pursuant to the employee's elected coverage. Health and life benefits are provided to certain retired employees of the company and to the eligible dependents of such retired employees. There is a CAP on the company's contributions toward retiree medical benefit coverage. For retirees younger than AGE 65, the CAP limits the company's contribution to the amount contributed for each retiree in 2006. For retirees AGE 65 and older, the company will CAP its contribution at three times the 2006 amount. In addition, the plan does not cover prescription DRUG costs for retirees AGE 65 and older. The plan is subject to the provisions of the employee retirement income security ACT of 1974 ("erisa"), as amended. The plan provides basic health benefits for active employees, long-term disabled and certain retired employees, such as medical, hospital, dental (excluding retirees), flexible spending accounts (active employees only), and a prescription DRUG program (excluding retirees over 65). The plan also provides long-term disability benefits for eligible employees, providing up to 60% of the first $10,000 of PRE-disability earnings UPON proof of disability. The plan provides basic employee term life coverage for eligible employees, providing 150% of the employees annual salary up to $500,000. In addition, the plan provides basic accidental death and dismemberment coverage for eligible employees, providing up to 200% of the employee's annual salary. The plan provides severance pay for eligible employees on u.s. Payroll who are terminated because of a reduction in force, job elimination, or a change in control of the company. The severance component of the plan was terminated on december 1, 2008.

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