TransCanada PipeLines Issues US$2B of Senior Notes

TransCanada PipeLines Limited closed a public offering on January 9, 2009 of US$750,000,000 7.125 per cent Senior Notes due 2019 and US$1,250,000,000 7.625 per cent Senior Notes Due 2039. The offering was made pursuant to a prospectus supplement dated January 6, 2009 to TransCanada PipeLines' January 2, 2009 short-form base shelf prospectus. The offering was underwritten by a syndicate led by Citigroup Global Markets Inc. and HSBC Securities (USA) Inc., and included Deutsche Bank Securities Inc., J.P. Morgan Securities Inc., Mitsubishi UFJ Securities International plc, Mizuho Securities USA Inc., and SG Americas Securities, LLC.

TransCanada PipeLines was represented in-house by Robert Pitt, vice president, finance law and Bruce Nysetvold, senior legal counsel; by David Lefebvre, David Taniguchi, Kristi Kasper, Charlotte Feasby and April Kosten (securities) and David Weekes (tax) of Stikeman Elliott LLP, as Canadian counsel; and by Michael Hermsen, Daniel Horwood and Sucheta Misra (securities) and Jim Barry and Lee Morlock (tax) of Mayer Brown LLP as US counsel. Christopher Cummings, Stephen Centa and Nathalie Pierre-Louis (securities) and Laurence Crouch (tax) of Shearman & Sterling LLP acted as counsel for the underwriters.

Lawyer(s)

David R.J. Lefebvre David Taniguchi Kristi M. Kasper James R. Barry Stephen Centa Bruce Nysetvold Charlotte Feasby Michael L. Hermsen David G. Weekes Laurence E. Crouch Christopher J. Cummings

Firm(s)

Stikeman Elliott LLP Mayer Brown LLP Shearman & Sterling LLP