Alliance Pipeline Limited Partnership

December 10, 2009 13:49 ET

Alliance Pipeline Limited Partnership Announces C$120 Million Debt Offering

CALGARY, ALBERTA--(Marketwire - Dec. 10, 2009) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Alliance Pipeline Limited Partnership ("Alliance Canada") announced today the terms of a public offering of C$120 million unsecured medium term notes due December 16, 2019 (the "Notes"). The Notes will bear interest at the rate of 4.928% per annum, payable semi-annually and in arrears, and will be issued at par. The offering of Notes is expected to close on December 16, 2009, subject to customary closing conditions. The net proceeds of the offering will primarily be used to repay outstanding indebtedness under Alliance Canada's revolving credit facility and for general corporate purposes.

The Notes are being offered for sale in Canada through a syndicate of investment dealers led by National Bank Financial Inc. and CIBC World Markets Inc. pursuant to Alliance Canada's short form base shelf prospectus dated December 9, 2009 and a prospectus supplement which will be filed by Alliance Canada with the securities regulatory authorities in each of the provinces of Canada.

The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and will not be offered, sold or delivered to persons resident in the United States or to U.S. persons unless an exemption from the registration requirements of the U.S. Securities Act is available.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Alliance Pipeline

Alliance Canada owns the Canadian portion of the Alliance Pipeline system. Alliance Canada is owned 50% each by affiliates of Enbridge Income Fund (TSX:ENF.UN) and Fort Chicago Energy Partners L.P. (TSX:FCE.UN).

Alliance Pipeline L.P. ("Alliance USA") owns the U.S. portion of the Alliance Pipeline system. Alliance USA is owned 50% each by affiliates of Enbridge Inc. (TSX:ENB; NYSE:ENB) and Fort Chicago Energy Partners L.P. (TSX:FCE.UN).

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