THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

AGL Resources Inc. (ATG)

3/20/2006 Proxy Information

Mr. Thomas D. Bell, Jr., a member of our board of directors, is Chief Executive Officer of Cousins Properties Incorporated, or “Cousins.” Cousins holds a 50% general partnership interest in Ten Peachtree Place Associates, or “TPPA,” which owns the building where we lease space for our corporate headquarters. Mr. Bell is not an officer of TPPA. Although Cousins is the managing member of TPPA, major business decisions for the TPPA partnership must be decided unanimously by Cousins and its partner. Prior to Mr. Bell joining our board of directors, we entered into a ten-year lease agreement with TPPA that commenced in 2003. Cousins’ 50% interest in the amount we paid in lease payments to TPPA in 2003 was approximately $2,300,000, in 2004 was approximately $2,863,000 and in 2005 was approximately $2,993,000, which was less than 1% of both our consolidated gross revenues and Cousins’ consolidated gross revenues for such respective years. Revenue amounts of less than 1% do not create any presumption of materiality, and hence create no issue with regard to a director’s independence from management, under our Standards for Determining Director Independence.

Mr. Wyck A. Knox, Jr., a member of our board of directors, is a partner in the law firm of Kilpatrick Stockton, LLP. During the years ended December 31, 2003, 2004 and 2005, we retained Kilpatrick Stockton with regard to a variety of legal matters. The amount of fees paid to Kilpatrick Stockton for such services during 2003, 2004 and 2005 was approximately $101,382, $127,140 and $236,635, respectively, which was less than 1% of both our consolidated gross revenues and Kilpatrick Stockton’s gross revenues for such respective years, thus creating no presumption of materiality or non-independence under our Standards for Determining Director Independence.

Mr. Henry C. Wolf, a member of our board of directors, is the Chief Financial Officer of Norfolk Southern Corporation, or “NSC.” T-Cubed of North America, Inc., or “T-Cubed,” is a wholly-owned subsidiary of NSC. Mr. Wolf is a director, but not an officer or major shareholder, of T-Cubed. Prior to Mr. Wolf being nominated to our board of directors, our wholly-owned subsidiary, AGL Networks LLC, entered into a Duct Purchase Agreement and a Right-of-Way Sublease Agreement with T-Cubed. The amount we paid T-Cubed in 2003, 2004 and 2005 was approximately $9,375, $113,400 and $13,650, respectively, which was less than 1% of both our consolidated gross revenues and NSC’s consolidated gross revenues for such respective years, thus creating no presumption of materiality or non-independence under our Standards for Determining Director Independence.

On February 10, 2006, JP Morgan Chase & Co. reported on its behalf and its wholly-owned subsidiaries, which includes JP Morgan Chase Bank, National Association, J.P. Morgan Investment Management, Inc., Bank One Trust Co., N.A. and JP Morgan Investment Advisors Inc. (collectively, “JP Morgan”), that it held 5.9% of our outstanding shares of common stock.

AGL Capital Corporation, our wholly-owned subsidiary, has a credit facility (the “Credit Agreement”) which supports its commercial paper program. We fully and unconditionally guarantee the obligations of AGL Capital under, and therefore we are a party to, the Credit Agreement. The Credit Agreement terminates on August 31, 2010. The aggregate principal amount available under the Credit Agreement is $850 million, and AGL Capital has the option to increase the aggregate principal amount available for borrowing to $1.1 billion on not more than three occasions during each calendar year during the term of the Credit Agreement on the terms and conditions expressed therein.

JP Morgan Chase Bank, N.A. is a lender under the Credit Agreement. In 2005, we paid JP Morgan approximately $0.1 million for financing fees under the Credit Agreement and approximately $0.5 million for interest on a separate unsecured line of credit maintained by our wholly-owned subsidiary, Sequent Energy Management, L.P. In 2006, we expect to pay JP Morgan less than $1 million for financing fees under the Credit Agreement and for interest on Sequent’s line of credit, depending on the amount of borrowing under the Sequent line of credit. In addition, we paid JP Morgan approximately $0.1 million in 2005 in connection with the unwinding of an interest rate swap transaction. Occasionally Sequent uses the services of various brokerage firms, including JP Morgan, to conduct its options, futures and derivative transactions trades on the New York Mercantile Exchange. In 2005, we paid JP Morgan approximately $0.5 million in broker fees in connection with trades made on behalf of Sequent and Sequent expects to continue to use JP Morgan’s broker services in 2006.

3/21/2005 Proxy Information

Mr. Thomas D. Bell, Jr. is Chief Executive Officer of Cousins Properties Incorporated. Cousins holds a 50 percent general partnership interest in Ten Peachtree Place Associates , which owns the building where we lease space for our headquarters.

Mr. Wyck A. Knox, Jr., a member of our board of directors, is a partner in the law firm of Kilpatrick Stockton, LLP. During the year ended December 31, 2004, we retained Kilpatrick Stockton with regard to a variety of legal matters. The amount of fees paid to Kilpatrick Stockton for such services during 2004, and that we expect to pay for similar services in 2005, does not and will not exceed 5% of Kilpatrick Stockton's gross revenues for the year ended December 31, 2004. The board of directors determined that Mr. Knox is independent because our business relationship with Kilpatrick Stockton is not material as our payments to Kilpatrick Stockton in each of the last three years have not exceeded 1% of either our consolidated gross revenues or Kilpatrick Stockton's, which is the standard as set forth in our Standards for Determining Director Independence.

Mr. Henry C. Wolf, a member of our board of directors, is the Chief Financial Officer of Norfolk Southern Corporation, or "NSC," T-Cubed of North America, Inc., or "T-Cubed," is a wholly-owned subsidiary of NSC. Mr. Wolf is a director, but not an officer or major shareholder, of T-Cubed. Prior to Mr. Wolf being nominated to our board of directors, our wholly-owned subsidiary, AGL Networks LLC, entered into a Duct Purchase Agreement and a Right-of-Way Sublease Agreement with T-Cubed. The amount we paid T-Cubed in 2004, $113,400, and the amount that we expect to pay in 2005, approximately $13,650, under the agreements, do not and will not exceed 5% of our consolidated gross revenues or NSC's consolidated gross revenues for the year ended December 31, 2004. The board of directors determined that Mr. Wolf is independent from management because our business relationship with T-Cubed is not material as our payments to T-Cubed in each of the last three years have not exceeded 1% of either our consolidated gross revenues or NSC's, which is the standard as set forth in our Standards for Determining Director Independence.

3/5/2004 Proxy Information

Mr. Thomas D. Bell, Jr. is Chief Executive Officer of Cousins Properties Incorporated (“Cousins”). Cousins holds a 50 percent general partnership interest in Ten Peachtree Place Associates (“TPPA”), which owns the building where we lease space for our headquarters. Mr. Bell is not an officer of TPPA. While Cousins is the managing member of TPPA, major business decisions for the TPPA partnership must be decided unanimously by Cousins and its partner. Prior to Mr. Bell joining our board of directors, we entered into a ten-year lease agreement with TPPA that commenced in 2003. Cousins’ 50% interest in the amount we paid in lease payments to TPPA in 2003, approximately $2,300,000, and that we will pay in 2004, approximately $3,160,000, does not and will not exceed 5% of our consolidated gross revenues or Cousins’ consolidated gross revenues for the year ended December 31, 2003. The board of directors determined that Mr. Bell is independent because our business relationship with TPPA is not material as our payments to TPPA in 2003 did not exceed 1% of either our consolidated gross revenues or Cousins’.

Mr. Wyck A. Knox, Jr. is a partner in the law firm of Kilpatrick Stockton, LLP (“Kilpatrick Stockton”). During the year ended December 31, 2003, we retained Kilpatrick Stockton with regard to a variety of legal matters. The amount of fees paid to Kilpatrick Stockton for such services during 2003, and that we will pay for similar services in 2004, does not and will not exceed 5% of Kilpatrick Stockton’s gross revenues for the year ended December 31, 2003. The board of directors determined that Mr. Knox is independent because our business relationship with Kilpatrick Stockton is not material as our payments to Kilpatrick Stockton in each of the last three years have not exceeded 1% of either our consolidated gross revenues or Kilpatrick Stockton’s. Mr. Knox is not “independent” for purposes of serving on the Audit Committee of the board of directors.

Mr. Henry C. Wolf is the Chief Financial Officer of Norfolk Southern Corporation (“NSC”). T-Cubed of North America, Inc. (“T-Cubed”) is a wholly-owned subsidiary of NSC. Mr. Wolf is a director, but not an officer or major shareholder, of T-Cubed. Prior to Mr. Wolf being nominated to our board of directors, our wholly-owned subsidiary, AGL Networks LLC, entered into a Duct Purchase Agreement and a Right-of-Way Sublease Agreement with T-Cubed. The amount we paid T-Cubed in 2003, $9,375, and that we will pay in 2004, approximately $113,400, under the agreements, does not and will not exceed 5% of our consolidated gross revenues or NSC’s consolidated gross revenues for the year ended December 31, 2003. The board of directors determined that Mr. Wolf is independent because our business relationship with T-Cubed is not material as our payments to T-Cubed in 2002 and 2003 did not exceed 1% of either our consolidated gross revenues or NSC’s.