0001193125-05-228966 Sample Contracts

WISCONSIN GAS LLC DEBT SECURITIES UNDERWRITING AGREEMENT
Underwriting Agreement • November 18th, 2005 • Wisconsin Gas LLC • Natural gas transmission • New York

Wisconsin Gas LLC, a Wisconsin limited liability company (the “Company”), proposes to issue and sell to one or more underwriters (the “Underwriters”) named in Schedule A to this underwriting agreement (this “Agreement”) the aggregate principal amount of one or more new series of its debt securities (the “Securities”) set forth in Schedule B hereto. The Securities will be issued under an indenture, dated as of December 1, 2003, as supplemented by the First Supplemental Indenture, dated as of March 22, 2004 (the “Indenture”), between the Company and U.S. Bank National Association, as Trustee (the “Trustee”), in one or more series, which series may vary as to interest rates, maturities, redemption provisions, selling prices and other terms, with all such terms for any particular series of the Securities being determined at the time of sale.

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