FILED

4D1 W Capitol Avenue. Suite 1M Little Rock, AR 72201 501 3774850 Fax 501 377 4603 Kenny.Henderson@ CenterPointEnergy.com

July 23,2013

Kristi Rhude, Secretary Arkansas Public Service Commission 1000 Center Street Little Rock, AR 72203

Re: Docket No. 1 1 -088-U

Dear Ms. Rhude:

Pursuant to the requirements of Order No. 5 in the above-referenced docket, enclosed for frIing are the MonihIy Settlement Statements received by Centerpoint Energy Arkansas Gas (“CenterPoint”) from Sequent Energy Management (“Sequent”) for the production month of June, 2013, along with the e-maiIs reflecting the date that the MonthIy Settlement Statements werc rcceived from Sequent. Please note that the encIosures are confidential subject to protective order in Docket No. 11-088-U and are being filed under seal.

If you have my qucstions about this filing, pIcase feel free to contact me at any time.

Sincerely,

Kenny W. Henderson

c: Mr. Robert Booth Mr. Don Malone Mr. Shawn McMurray

DATE REQUESTED: July 23,20 13

DATA REQUEST #: N/A

1. Document Title

&p y o DATEPROVLDED: J 1 2-3, ! ,

COMPANY CONTACT Kenny Henderson (501) 377-4850 Kenny.Henderson@centerpointenergy .corn

PROTECTED MATERIAL COVER SHEET

2. Description of the document containing the Protected Materia1

3. Identification of each item of Protected Material contained in the document.

4. The applicabIe category of information listed in the IPO under which each item of the Protected Material falls.

5. A description of why the information within the document should be protected including the Company's reasons for claiming that each item of the Protected Material is consistent with the description provided by the Company in its request for an IPO.

6. I-Ias the Protected Material been previously disclosed? If so, when and in what context?

7. What is the period of timc that the Protected Material should remain cofidential?

8. Have both a redacted and non- redacted version of the document containing the Protected Material been movidcd.

Monthly Settlement Statements from Sequent Energy Management to Centerpoint Energy Arkansas Gas for the month of June, 20 13. Monthly Settlement Statements

Entire document.

The items of Protected Material consist of confidential price and other terms that rcsuIted from competitive bidding, the release of which couId cause material competitive harm to both Centerpoint Arkansas and its counterparty in future asset management solicitations and negotiations. See No. 4 above. The information, if publicly disdosed, couId harm the interests of the Company and its customers, and the Company keeps such information confidential and does not disclose it to the public. The Protected Material is also subject confidentiality provisions contained within the Asset Management Agreement that is the subject of this docket.

NO.

Indefinitely.

NO.

INTHE MATTER OF TEIEAPPLICATION 3 Ft LED OF CENTEWOINT ENERGY ARK&EAS 1 GASFORAPPROVAL OFANASSET 1 DOCKET NO. 11-088-U WAGZMI3NTAGREEMENTAND FOR 1 ORDERMO. x MODIFICATION OF ITS T U BILLING 1 DETEXMZNANT MTEADJUSTmNT T m F F

INTERIMPROTECTIVE ORDER

On September 8, 2011, Centerpoint Energy Arkansas Gas (TEA" or the

"Companf) fled in the above-styled docket a Motion requesting the issuance of a

protective order of non-disclosure pursuant to Ark. Code Ann. k23-2-316 and Rdes

3.07fa) and 13.05 of the Arkansas Public Senice Commission's Rules oJPracfice and

Procedure C'RPP''). By its Motion the Company seek to protect from public disclosure

certain Confidential Information to be fled or otheMise provided in this docket.

Concurrently with the filing of this Motion, fhe Company fled an application far

Arkansas Public Service Commission (the "Commission") approval of an Asset

Management Agreement (AMA") between the Company and Sequent Energy

Management, LP, C'Sequent').

The Company asserts that certain portions of the testimony and exhibits t o be

filed in this proceeding contain highly sensitive data (Tonfidential Information") that,

if publicly disclosed, could lead to material damage to the competitive or financial

positions of the Company, ib customers, and Sequent. Furthermore, the Company

anticipatq given the nature of fhe Application, that simiIar information may be

required in response to htwe discovery and in future reports and information filed with

the Commission if the Company's Application is approved. Motion at 1 2.

Docket No. 11-088-U JPO No. I

Page 2 of 7

More specifically, the Company asserts that the Confidential Idormation to be

protectcd should indude tihe folhving specific categories of information:

1, Competitive prices, terns and conditions of the AMA that is the subject of

this dockee

2. Competitive bidding information, including contents of competitive bids

and/or processes and criteria for evaluation of competitive bids;

3, Information or documents contabing the names of unsuccesshl

competitive bidders, or fiom which individual bidders cou?d reasonably be

identified;

4. Information which could reveal the business terms or negotiations with

Sequent or other bidders ofthe AMAfhat is the subject: of this docket;

5. Reports and documents which wodd reflect the Company’s operations in a

manner which would reveal competitively sensitive information; and

6, All computer software, files or ofher similar information provided by the

Company, to the extent that it either contains information or data described

above or represents a proprietary product €or which disclosure by the

Company to athird party may be constrained.

Id. at fi 3.

The Company further asserts that the Confidentid Information described above

has not previously been disclosed and tbe information has been maintained as

confidential by the Campany and Sequent. Under &e AM& the Company is

con.tractudly obligated to keep confidential the provisions of the agreemenL Id.

Docket NO. ir-088-U P O No. I

Pagc 3 of 7

On September g, 2011, the General Stdf of the Commission YStaff’) filed its

Response t o the Company’s Motion. Staff states &at Staff does not concede that tihe

information in question is proprietary, nor does the Staff concede that the Company has

provided sufficient evidence pursuant t o W P Rule 13,Og t0 show that the information in

question is proprietq and therefore subject to protection. However, based on the

representation that the information is proprietary, Staf€ does not object to the

Commission an interim protective order if is reserved the right io contest

at a future date, upon reasonable notice, the Companyls en~tlernent to a protective

order for all or pohons of the information. Staff Response at fi 2.

Ark. Code Ann. §23-2-316@) provides as follows:

@][I] Whenever the commission determines it to be necessary in the interest of the public or, as to proprietary facts or wde secrets, in the interest: of the utility to withhold such facts and information from the public, the commission shall do so.

(2) The commission may take such action in the nature of, but not limited to, issuing protective orders, temporariry or permanently sealing records, or making oder appropriate orders to prevent or ofhenvise limit public disclosure of facts and inkrmation.

When considering a request for the enm of a protective order of non-disclosure,

the Commission must cnrefully balance three competing needs, Le., (1) the Companfs

need t o protect fiom public disclosure its proprietary facts or bade secrets, (2) the

Commission’s investigative need to acquire information from the Company in an

expeditious and efficient manner, and (3) the public’s right of access to in€ormation in

the possession ofthe Commission.

Docket No. 11-088-U IF0 No. I Page 4 of7

The enhy o€ an Interim Prokective Order which dorvs Staff and Intervenors the

right to contest at a future date the Company's continuing entitlement to the protective

order eficienfly addresses the first two needs. To protect the public's right of a& t o

the maximum extent possibk the Cornmission directs that the Compmy shall hold to an

absolute minimum the amount o€informa.tion t o be protected from public disclosure,

Having considered the Company's Motion and Stafls ResponseJ the Commission

granb t he Company's Motion and finds, orders and directs as follows:

I. Based upon the Company's assertions of confidentiality, the

Commission -finds that the Confidential Information identified

hereinabove should and s h d be protected fiom public disclosure on an

interim basis pursuant to Aik. Code Ann, 523-2-316 and Rules 3,u7[a)

and 13.05 of the RPP;

2. To protect the public's right of access ta t h e maximum extent possible,

t h e Company shall hold to an absolute minimum the amount of data to

be protected .from public disclosure;

3. For each specific item of Confidential Information to be filed or

submitted in .this Docket by the Company, the Company shall aEx

thereto a twitten Confidential Xnformaiion .transmittal cover document

in the form of Attachment I hereto containing &e following

information: {a) a description of each item of Confidential Information;

cb) a description of fie document containing the Confidential

Information; IC) €or each item of Confidential Information an

identification of the applicable category of Confidential Information

Docket No. 11-088-U P O No. 1

Pagc 5 of 7

listed in this Interim Protective Order; and (d) the Company‘s specific

reason or explanation as to how each item of the Confidential

Information is consistent with The description provided by the

Company in its request for a protective order;

4. Confidential Information t o be provided in paper format shdI be

reproduced and filed OF submitted on distinctive pink paper only.

Confidential Information t o be provided in digital format shall be

reproduced and filed or submitted on a CI) that is distinctively red or

pink in color;

5. The Commission’s standard form “AFFIDAVIT OF NON-

DISCLOSURE” (Attachment 2 hereto) shall be executed and filed in

this docket by all official party represenhtives b be granted access to

said Confidential Information pursuant. to this Interim Protective

6. All official parties are hereby granted the right to contest at a future

date, upon reasonable notice, t h e Compmfs continuing entiflement: to

protect -from public disclosure all or any portions of any Confidentid

Information filed or submitted pursuant to this Interim Protective

Order. Such Confidential Information shall be reviewed by the official

parties for the express purpose of ascertaining (I) whether such

1 A digital copy ofAttaclments 1 and 2 to this Order can be accessed through the Commission’s web site at .asn. The digital topics the following internet address: ht:tp://~~~.upscscMccs.mf~ lordarat-acli

can be fiIlcd in online and then printed for signature and fling. The standard form Attachmcnts 1 and 2 shall not be modified or amendcd in anyway*

. .

Docket No. 11-088-U mo No. 1

Page 6 of 7

Confidentid Informatian is consistent with the description provided by

the Company in its Motion; (2) whether such Coddentid Tnforrnation

is consistent with the Confidential Information transmittal cover

document, and; &) wh&er the scope of this Interim Protective Order

has been applied too broadly by the Company. Based upon such review

any oficid pariy shall file an objection in this Docket if such

party determines that any portion of such Confidential Information

should be removed from the scope of this Interim Protective Order;

7. Furfhor, if any oEcial pnQ determines fhat any informathn

previously deemed to be confidential should no longer be protected

from public disclosure due to the passage of time or changed

circumstances, such p a w shall promptly file an appropriate objection

in this Docket;

8. In the event of any objection filed pursuantto the terms and conditions

of this Interim Protective Order, the burden of proof will r a t on the

Company; and

9. The Commission hereby designates Commission Administrative Law

Judge Y A W ) Susan D'Auieuil to review and examine dl Confidentid

Information filed or submitted pursuant to this Interim Protective

Order and to rule upon any objections fiIed pursuant io &e terms and

conditions of this Interim Prote&e Order. Based upon such

examination the Aw shall issue an appropriate amended Interim

Protective Order if required. m e r , after notice to the p d e s and

Docket No, 11-088-U IPO No. I

Page 7 of7

a€ter any hearing that may be necessary, the Aw shall issue an.

appropriate Final Protective Order as may be needed. hy p w

aggrieved by any amended Xnterim Protective Order or the Final

Protective Order issued by the Aw may petition the Commission for

review and rehearing of such Order within thirty (30) days of the

issuance ofsame.

io. Accordingly, t h e Company’s Motion, as conditioned herein, is granted

on an interim basis. The Company shall €orthwith cause said

Confidential Information to be filed and/or otherwise submitted under

sed as requested.

BY ORDER OF THE COMMISSION,

This 8 1 day of September, 20x1. s;t-

-&miq Jan Sanders, Secretary of the Co&mission

Docket NO. 11-088-U IPO No. I Attachment I - Non HSPI

Rcquwtcd Information I. Daeumcnf: Tit?@ 2. Description of the dacument cantaioing

thc Codidmiid Information 3. ZdcntXcation of each item of

Confidential Momation contained in tbc document

p The npplicabk category of Confidentid Information bted in the IPO under which each item of the Confidential Information !Faus

5. A description ofivhythc Confidcntid Information within the document should bc protected including the Company’s reasons for claiming that cach item of the Confidentin1 Infomatian is consistent with the dcscription provided by the Company in its requa t for an P O

6. Has the Confidentid Information been prcviously disclosed? If so, when and in what contcxt?

7. Whatis theperiodoftimethattho Confidcntid Tnfomation should remain confidential?

8. Hat” both a redactedand non-rcdacted version of the document containing the Confidential Information been provided?

CenterPokt Energy Arkansas Gas ARKANSAS PUBLIC SERVICE COMMISSION

DOCKET NO. xx-088-u

Company’s Response

DATEREQUESTED: MONTH, DAY,YEAR DATEPROWDED: MONTH, DAY,=

IN THE MATTER OF TEE APPLICATION 1 OF CENTERPONT ENBRGYARKANSAS 1 GAS FOR APPROVAL OF AN ASSET 1 DOCKET NO. xi-088-U MANAGEMENT AGREEMENT AND FOR 1 MODXFIWTION OF ITS TRIAL BILLING 1 DlXERMINANT MTEADJUSTMENTTARIFF }

STATE OF 1 COUNTY OF 1

L , am immediately and directly working on

matters relating to the above referenced docket on behalf of

The above referenced Interim Protective Order directs that the confidentid information

identified therein shall be protected .from public disclosure pursuant t o t he provisions of

Ark, Code Ann. 3 23-2-336 and Rule 13.05 of the Arkansas Public Service Commission's

Rules of Practice and Procedure rRde 13.05").

In accordance with said Interim Protective Order, I understand, agree and certi€y as

fOflOWS:

1. That said confidential information is provided to me by the protected par&

pursuant to the terms of said Interim Protective Order and the provisions of Rule 13.05;

that I have been provided a copy of said Interim Protective Order and Rule 13.05, and that

I have read and understand the provisions of said Interim Protective Order and Rule 13.05;

and that I shall fully comply with same; and

Docket NO. 11-088-U IPO No. I -Affidavit of Non-Disclosure

Page 2 of 4

2. That said con€idential information at all times shall be clearly and distinctly

marked as “CONFIDENTIAL - SUBJECT TO PROTECTZVE ORDER” and at all times shall

be maintained in a secure manner; and

3. That I shall not disclose said confidential information to any person not

immediately and directly involved in the above-referenced docket, nor to any person not

entitled to said confidentid information by the terms of said Interim Protective Order and

Rule 13.05, nor to any person who has nut executed the required Af-fidavit of Non-

Disclosure; and

4. That said confidential information shall. be used solely €or the purpose of

pursuing the case at hand, and shall not be used for any other purpose(s1 whatsoever, and

most especially shall not be used for competitive business purposes; and

5. That improper disclosure of said confidential information by a party or person.

may result in civil liabiliies or sanctions against said pariy or person; and

6. That I shall neither disclose nor permit to be reviewed or copied said

confidential information, and any notes, memoranda, or any other form of information

regarding or derived .from said confidential information, by any person other than myself

or other individuals who are entifled to said confidential information by the terms of said

Interim Protective Order and Rule 13.05 and who have dso executed the required Affidavit

of Non-Disclosure; and

7. That said confidenW information. shall not lose its coniidentid status

through use in this docket and that I will take all steps reasonabIy required to protect its

confidentifity during such use; and

8. That if I have knowledge that said confidential information has been

disclosed, reviewed or copied by any persons other than in the manner authorized by the

Docket No, 11-OM-u TPO No. 1 -AMavit of Non-Disclosure

Page 4 of 4

Dated %is day of , 200-.

Signahre of mant

NOTARY CERTIFICATION

Subscnied and sworn to by the foregoing Affiant before me, a Notary Public, on this

day of , roo-.

Notaxy Public

My Commission Expires:

Affix Notary Seal: