0000950123-10-037006 Sample Contracts

PAA NATURAL GAS STORAGE, L.P. 10,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT
Underwriting Agreement • April 22nd, 2010 • Paa Natural Gas Storage Lp • Natural gas transmission • New York

PAA Natural Gas Storage, L.P., a Delaware limited partnership (the “Partnership”), proposes to issue and sell an aggregate of 10,000,000 common units (the “Firm Units”) representing limited partner interests in the Partnership (“Common Units”) to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Barclays Capital Inc., UBS Securities LLC, Citigroup Global Markets Inc. and Wells Fargo Securities, LLC are acting as the representatives (the “Representatives”), upon the terms and conditions set forth in Section 2 hereof. The Partnership also proposes to grant to the Underwriters, upon the terms and conditions set forth in Section 2 hereof, an option to purchase up to an additional 1,500,000 Common Units (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units.”

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