G. The Motion to File the Purchase-and-Sale
Agreement and the Applicants' Financial
Statements Under Seal

The joint applicants have asserted that both their purchase-and-sale agreement and their respective financial statements contain competitively-sensitive information, and so should be filed under seal pursuant to Pub. Util. Code § 583 and General Order (GO) 66-C. The joint applicants' motion seeking such treatment was filed contemporaneously with the application on August 24, 2005. The financial statements have been designated as Exhibit 6 to the application, and the purchase-and-sale agreement (with accompanying schedules and exhibits) as Exhibit 7.

While we have no difficulty finding that the applicants' financial statements are confidential and should be filed under seal, we are not persuaded by their claim that the entire purchase-and-sale agreement should receive the same treatment. While many of the schedules attached to the purchase-and-sale agreement contain competitively-sensitive information (such as the names of LGS's storage customers and details about their contracts), the main agreement itself appears to consist almost entirely of routine corporate boilerplate.

No good reason occurs to us - and joint applicants have suggested none - why such routine material should be filed under seal. Accordingly, with respect to pages 1-49 and the signature pages of the purchase-and-sale agreement, the joint applicants' motion for leave to file under seal is denied. The motion to file under seal is granted with respect to Schedules 1.1, 3.3, 3.4, 3.9, 3.10, 4.4, 4.6, 4.7, 4.14, 4.15, 6.1, 6.6 and 6.8 of the purchase-and-sale agreement, along with Exhibit 6.1 thereto (entitled "Kirby Hills Expansion Plan"). The joint applicants' motion to file under seal is also denied with respect to the other schedules attached to the purchase-and-sale agreement, as well as with respect to Exhibits A, B and C to the purchase-and-sale agreement.

Pending the filing of a redacted, public version of the purchase-and-sale agreement as set forth below, the Commission's Docket Office is instructed to hold the joint applicants' August 24, 2005 motion for leave to file under seal and to treat all the material accompanying it as confidential. Within 10 days after the effective date of this decision, the applicants shall file with the Commission's Docket Office a public, redacted version of the purchase-and-sale agreement that includes the contract language, schedules and appendices with respect to which joint applicants' motion to file under seal has been denied, as set forth above. Upon receipt of the public, redacted version of the purchase and sale agreement by the Docket Office, such public, redacted version shall become part of the public files in this case. The complete version of the purchase-and-sale agreement that applicants filed along with their August 24, 2005 motion shall continue to be treated as a non-public, confidential file.

As noted above, we are incorporating herein the requirement of D.03-02-071 that LGS file its service agreements for both short-term and long-term transactions with the Director of the Commission's Energy Division. (D.03-02-071, mimeo., at 18-20.) Because these filings will involve the disclosure of competitively sensitive, confidential information to the Commission, LGS may make these filings under seal, in accordance with GO 66-C and Pub. Util. Code § 583.