Enbridge Inc.
TSX : ENB
NYSE : ENB

Enbridge Inc.

November 04, 2009 07:00 ET

Enbridge Reports Record Earnings; Raises Guidance

Highlights - Third quarter adjusted earnings increased 78% to $152 million - Third quarter earnings increased 105% to $304 million - Nine month adjusted earnings increased 30% to $616 million, or $1.70 per common share - Nine month earnings increased 19% to $1,255 million, or $3.45 per common share - Enbridge selected to build ultra deep water Gulf of Mexico pipeline projects totaling US$750 million - Enbridge extends renewable portfolio with 20 megawatt solar project in Ontario

CALGARY, ALBERTA--(Marketwire - Nov. 4, 2009) - Enbridge Inc. (TSX:ENB) (NYSE:ENB) "Enbridge's nine month performance continues to reflect strong operational performance across our liquids pipelines and natural gas businesses," said Patrick D. Daniel, President and Chief Executive Officer. "Given this performance and our outlook, we are revising our guidance range for the full year to $2.30 to $2.36 adjusted earnings per share, which will represent an increase of more than 20% over last year."

In July and early October, Enbridge announced two new ultra deep water pipeline projects in the Gulf of Mexico, further advancing the Company's growth objectives in its natural gas and crude oil pipeline systems.

"The Walker Ridge Gas Gathering System and the Big Foot Oil Pipeline confirm Enbridge's strong competitive position in the Gulf of Mexico and, in particular, our expertise in constructing and operating pipeline infrastructure in ultra deep water," said Mr. Daniel. "Notably, these two projects, which represent an investment of approximately US$0.8 billion, also highlight how Enbridge is enhancing the risk-return profile of our offshore assets to align more closely to our crude oil pipeline system. Enbridge currently moves 50% of offshore deep water gas production through our systems in the Gulf and we're well positioned for further expansion."

"Elsewhere, on the natural gas side, the growth opportunities for Enbridge are also favourable. Our existing asset base, which is adjacent to shale gas plays in Texas and Louisiana and the emerging shale plays in northeastern B.C. and the Bakken Formation in Saskatchewan and North Dakota, gives us very strong competitive positioning."

"In our liquids pipelines business, we're encouraged by increasing signs of renewed activity in the oil sands as commodity prices recover," continued Mr. Daniel. "Enbridge is the largest operator of regional crude oil pipelines serving the oil sands and we have the ability to offer producers the widest range of flexible, timely and scalable transportation solutions to meet their near and longer-term needs. We see significant growth opportunities in the oil sands both in regional pipeline infrastructure and in extending access to new markets for Canadian crude oil and further improving netbacks for our customers."

In October, Enbridge announced a step forward in its green energy strategy with the 20-megawatt Sarnia Solar Project, located in Ontario.

"The Sarnia Solar Project will be a key component of Enbridge's strategy to invest in renewable and alternative energy sources that complement our core operations and provide environmental benefits compared with traditional power generation. At the same time, this project has risk and return characteristics that are fully consistent with Enbridge's low-risk business model, and is very similar to our crude oil pipeline business," said Mr. Daniel. "We plan to continue to develop further renewable energy investments which have similar risk and return characteristics, including potential additional investments in Ontario."

Within sponsored investments, Enbridge Income Fund (EIF) announced a proposed corporate restructuring on November 2, 2009. "Enbridge has advised that it is not considering acquiring the public's interest in EIF. The Company believes the proposed restructuring will preserve value for unitholders and permit EIF to continue to prosper, access additional capital and increase distributions on the strength of its excellent organic growth opportunities", commented Mr. Daniel.

"Looking ahead, we have more than $12 billion of commercially secured projects and have identified another $30 billion of organic growth opportunities. We will remain focused on effective capital management and discipline in evaluating projects so as to continue delivering on our unique investor value proposition of growth and income, supported by a low risk business model."

Third Quarter 2009 Project Highlights

For more information on Enbridge's growth projects, please see the Recent Developments section of the Management's Discussion and Analysis.

- On November 2, 2009, Enbridge, as administrator of EIF, recommended to EIF's Board of Trustees a proposed restructuring of EIF to take effect prior to the January 1, 2011 SIFT tax. Following the proposed restructuring, EIF would cease to be a SIFT and would not be subject to the SIFT tax. The proposed restructuring would involve the exchange by public unitholders of their trust units, which collectively represent a 28% economic interest in EIF, for shares of a taxable Canadian corporation to be called Enbridge Income Fund Holdings Inc., plus a small amount of cash. The Company would maintain its overall 72% economic interest in EIF. A committee of independent Trustees of EIF, assisted by independent legal and financial advisors, has been established to review the administrator's recommendation in light of potential alternatives and provide its recommendations to public unitholders. The restructuring would be subject to approval by unitholders at the EIF annual meeting in May 2010.

- On October 5, 2009, the Company entered into a Letter of Intent (LOI) with Chevron USA, Inc., Statoil Gulf of Mexico LLC and Marubeni Oil & Gas (USA) Inc. to construct and operate an oil pipeline from the proposed Big Foot ultra deepwater development in the Gulf of Mexico. This announcement followed the signing, in July 2009, of an LOI with Chevron USA, Inc. to construct the Walker Ridge Gas Gathering System (WRGGS), which will provide natural gas gathering services for the proposed Chevron-operated Jack, St. Malo and Big Foot fields. The estimated cost of the Big Foot Oil Pipeline, which will be located about 274 kilometres (170 miles) south of the coast of Louisiana, is approximately US$0.3 billion. The estimated cost of the WRGGS is approximately US$0.5 billion, subject to finalization of scope and definitive cost estimates.

- On October 2, 2009, Enbridge announced an agreement with First Solar Inc. (First Solar) to develop a 20 MW solar energy project near Sarnia, Ontario. The Sarnia Solar Project is expected to be completed by the end of 2009 and be the largest photovoltaic solar energy facility in operation in Canada, and one of the largest in North America. At 20 MW, Enbridge expects the project will generate enough power to meet the needs of about 3,200 homes and help to save the equivalent of approximately 6,600 tonnes of CO2 per year. Enbridge's investment in solar energy is expected to be approximately $0.1 billion in 2009.

- On July 20, 2009, Enbridge and Enbridge Energy Partners (EEP) entered into a joint funding agreement under which Enbridge will effectively fund two-thirds of the US$1.2 billion United States segment of the Alberta Clipper crude oil pipeline project. Under the terms of the agreement, Enbridge will participate in the debt financing that EEP raises for the project, and will fund 66.67% of the project's equity requirements. Enbridge will be entitled to 66.67% of the earnings and cash flow which are generated from the base project. Enbridge and EEP will each have a right of first refusal on each other's investment in the project, and EEP will retain the right to fund up to 100% of any expansion, and dilute Enbridge's interest down correspondingly.

Dividend Declaration

On November 4, 2009, the Enbridge Board of Directors declared quarterly dividends of $0.37 per common share and $0.34375 per Series A Preferred Share. Both dividends are payable on December 1, 2009 to shareholders of record on November 16, 2009.



CONSOLIDATED EARNINGS

Three months ended Nine months ended
September 30, September 30,
(millions of Canadian dollars, -------------------------------------
except per share amounts) 2009 2008 2009 2008
----------------------------------------------------------------------------
Liquids Pipelines 116.5 74.1 304.4 226.5
Gas Pipelines 17.4 12.6 52.4 39.7
Sponsored Investments 30.3 27.4 104.6 80.5
Gas Distribution and Services (1.5) 35.8 153.0 173.9
International (1.1) 6.7 331.7 600.9
Corporate 142.2 (8.2) 308.8 (64.1)
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Earnings Applicable to Common
Shareholders 303.8 148.4 1,254.9 1,057.4
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Earnings per Common Share 0.83 0.41 3.45 2.94
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Diluted Earnings per Common Share 0.83 0.41 3.43 2.92
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Earnings applicable to common shareholders were $303.8 million for the three months ended September 30, 2009, or $0.83 per common share, compared with $148.4 million, or $0.41 per common share, for the three months ended September 30, 2008. This increase primarily reflected higher allowance for equity funds used during construction (AEDC) in Liquids Pipelines, a higher contribution from EEP as well as unrealized fair value gains on derivative financial instruments used to risk manage commodity, foreign exchange and interest rate variability.

Earnings applicable to common shareholders were $1,254.9 million for the nine months ended September 30, 2009, or $3.45 per common share, compared with $1,057.4 million, or $2.94 per common share, for the same period in 2008. Included in earnings for the nine months ended September 30, 2009 was a $329.0 million gain related to the sale of the Company's investment in Oleoducto Central S.A. (OCENSA) and a $24.9 million gain related to the sale of NetThruPut (NTP). Earnings for the nine months ended September 30, 2008 included $556.1 million related to the sale of the Company's investment in CLH. Excluding the impact of these dispositions, earnings for the nine months ended September 30, 2009 were $399.7 million higher than for the nine months ended September 30, 2008. The increase in earnings resulted from similar factors as for the three months results.

Non-GAAP Measures

This news release contains references to adjusted earnings/(loss), which represent earnings applicable to common shareholders adjusted for non-recurring or non-operating factors on both a consolidated and segmented basis. These factors are reconciled and discussed in the Financial Results sections for the affected business segments. Management believes that the presentation of adjusted earnings/(loss) provides useful information to investors and shareholders as it provides increased transparency and predictive value. Management uses adjusted earnings/(loss) to set targets, assess performance of the Company and set the Company's dividend payout target. Adjusted earnings/(loss) and adjusted earnings/(loss) for each of the segments are not measures that have a standardized meaning prescribed by Canadian generally accepted accounting principles (GAAP) and are not considered GAAP measures; therefore, these measures may not be comparable with similar measures presented by other issuers. See Non-GAAP Reconciliations section for a reconciliation of the GAAP and non-GAAP measures.



ADJUSTED EARNINGS

Three months ended Nine months ended
September 30, September 30,
(millions of Canadian dollars, -------------------------------------
except per share amounts) 2009 2008 2009 2008
----------------------------------------------------------------------------
Liquids Pipelines 119.2 74.1 313.1 226.5
Gas Pipelines 17.4 10.3 50.9 36.9
Sponsored Investments 41.2 22.8 112.3 72.9
Gas Distribution and Services (14.5) (19.9) 151.3 129.9
International (1.1) 6.7 2.7 44.8
Corporate (9.9) (8.2) (14.1) (36.8)
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Adjusted Earnings 152.3 85.8 616.2 474.2
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Adjusted Earnings per Common Share 0.42 0.24 1.70 1.32
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Adjusted earnings were $152.3 million, or $0.42 per common share, for the three months ended September 30, 2009, compared with $85.8 million, or $0.24 per common share, for the three months ended September 30, 2008. Adjusted earnings were $616.2 million, or $1.70 per common share, for the nine months ended September 30, 2009, compared with $474.2 million, or $1.32 per common share, for the nine months ended September 30, 2008.

The following factors impacted adjusted earnings for both the three and nine months ended September 30, 2009:

- AEDC on both Alberta Clipper (within Enbridge System) and Southern Lights Pipeline.

- Increased adjusted earnings from Enbridge Offshore Pipelines (Offshore) due to higher volumes.

- An increased contribution from EEP resulting from higher crude oil delivery volumes, tariff surcharges for recent expansions, the Company's increased ownership interest and a more favourable exchange rate.

- Increased adjusted earnings from Energy Services due to higher volumes and the impact of realizing favourable storage and transportation margins.

- Decreased earnings from International as a result of the sale of OCENSA in the first quarter of 2009 and CLH in the second quarter of 2008.



Liquids Pipelines

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Enbridge System 79.6 45.6 203.6 147.0
Athabasca System 18.7 17.5 52.0 46.3
Spearhead Pipeline 5.1 3.9 10.8 9.3
Olympic Pipeline 1.5 1.7 5.7 6.5
Southern Lights Pipeline 16.7 7.5 44.2 16.4
Feeder Pipelines and Other (2.4) (2.1) (3.2) 1.0
----------------------------------------------------------------------------
Adjusted Earnings 119.2 74.1 313.1 226.5
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Athabasca System - leak
remediation costs (2.7) - (8.7) -
----------------------------------------------------------------------------
Earnings 116.5 74.1 304.4 226.5
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While under construction, certain regulated pipelines are entitled to recognize AEDC in earnings. These amounts will contribute to earnings and will be collected in tolls once the pipelines are in service. The earnings impact of AEDC for the Enbridge System was $19.0 million (2008 - $4.0 million) for the three months ended September 30, 2009 and $49.4 million (2008 - $10.2 million) for the nine months ended September 30, 2009. The earnings impact of AEDC for the Southern Lights Pipeline was $9.1 million (2008 - $7.5 million) for the three months ended September 30, 2009 and $28.8 million (2008 - $16.4 million) for the nine months ended September 30, 2009.

- Enbridge System earnings reflect lower financing costs as well as higher AEDC on Alberta Clipper and on Line 4 until it was placed into service in April 2009. These positive impacts were partially offset by higher operating costs, including compensation, and costs related to leak remediation. Earnings for the nine months ended September 30, 2009 also included increased tolls resulting from a higher rate base due to the Line 4 Extension Project.

- The increase in Athabasca System adjusted earnings for the first nine months of 2009, compared with the same period of 2008, reflected contributions from the Waupisoo Pipeline that went in service in June 2008 and the positive impact of terminal infrastructure additions. The increase in earnings was partially offset by higher operating costs.

- Higher Southern Lights Pipeline earnings reflect AEDC recognized on a growing capital base while the project continued to be under construction as well as earnings from the new light sour pipeline which became operational during the first quarter of 2009.

- The decrease in earnings in Feeder Pipelines and Other is due to increased business development costs.

Liquids Pipelines earnings for the nine months ended September 30, 2009 were impacted by an $8.7 million after-tax expense resulting from clean up and remediation costs related to a valve leak within the Enbridge Cheecham Terminal on the Athabasca System in January 2009, which is expected to be an abnormal and non-recurring event given the relative new condition of the terminal.



Gas Pipelines

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Alliance Pipeline US 6.8 6.1 19.9 18.0
Vector Pipeline 2.8 3.1 12.1 10.1
Enbridge Offshore Pipelines (Offshore) 7.8 1.1 18.9 8.8
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Adjusted Earnings 17.4 10.3 50.9 36.9
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Alliance Pipeline US - shipper
claim settlement - - - 2.8
Offshore - property insurance
recoveries from hurricanes,
net of costs incurred - 2.3 1.5 -
----------------------------------------------------------------------------
Earnings 17.4 12.6 52.4 39.7
----------------------------------------------------------------------------
----------------------------------------------------------------------------


- Offshore adjusted earnings for the three and nine months ended September 30, 2009 reflect increased volumes, including contributions from Shenzi, since its in-service date in April 2009, and Thunder Horse as well as favourable foreign exchange. Offshore adjusted earnings for 2009 included $3.8 million in insurance proceeds collected during the second quarter, which was an interim partial reimbursement for business interruption lost revenues and operating expenses associated with Hurricane Ike in 2008. Earnings for the nine months ended September 30, 2008 included approximately $2.0 million from business interruption proceeds related to lost revenue in 2005 and 2006 as a result of the 2005 hurricanes.

Gas Pipelines earnings were impacted by the following non-recurring or non-operating adjusting items:

- Earnings for the nine months ended September 30, 2008 were impacted by $2.8 million in proceeds received by Alliance Pipeline US from the settlement of a claim against a former shipper which repudiated its capacity commitment.

- Earnings for the nine months ended September 30, 2009 included insurance proceeds of $1.5 million related to the replacement of damaged infrastructure as a result of the 2008 hurricanes. Earnings for the three and nine months ended September 30, 2008 included insurance proceeds of $2.3 million reimbursing repair costs incurred during the second quarter of 2008 related to the replacement of damaged infrastructure as a result of the 2005 hurricanes.



Sponsored Investments

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Enbridge Energy Partners 28.5 13.2 76.6 41.9
Enbridge Energy, Limited
Partnership - Alberta Clipper US 1.5 - 1.5 -
Enbridge Income Fund 11.2 9.6 34.2 31.0
----------------------------------------------------------------------------
Adjusted Earnings 41.2 22.8 112.3 72.9
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EEP - unrealized derivative fair
value gains 1.3 4.6 1.4 1.8
EEP - Lakehead System billing
correction - - 3.1 -
EEP - dilution gain on Class A unit
issuance - - - 4.5
EEP - asset impairment loss (12.2) - (12.2) -
EIF - Alliance Canada shipper claim
settlement - - - 1.3
----------------------------------------------------------------------------
Earnings 30.3 27.4 104.6 80.5
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----------------------------------------------------------------------------


- EEP adjusted earnings increased due to the Company's higher ownership interest in EEP resulting from the December 2008 Class A unit subscription; an increased contribution due to higher crude oil delivery volumes and tariff surcharges for recent expansions; higher incentive income; and a more favourable foreign exchange rate.

- In July 2009, the Company committed to fund 66.67% of the cost to construct the United States segment of the Alberta Clipper Project. Enbridge Energy, Limited Partnership (EELP) - Alberta Clipper US earnings are the Company's earnings from its investment in EELP which is undertaking the project and represent AEDC recognized while the project is under construction.

- EIF adjusted earnings reflected a year-over-year increase in the monthly distributions received from the preferred unit investment in EIF, primarily due to increased cash flow from expansion of the Saskatchewan System.

Sponsored Investment earnings for the three and nine months ended September 30, 2009 and 2008 were impacted by the following non-recurring or non-operating adjusting items:

- Earnings from EEP included a change in the unrealized fair value on derivative financial instruments in each period.

- Earnings from EEP for the nine months ended September 30, 2009 included a Lakehead System billing correction of $3.1 million (net to Enbridge) related to services provided in prior periods.

- EEP earnings for the nine months ended September 30, 2008 included dilution gains because Enbridge did not fully participate in EEP Class A unit offerings. Enbridge's ownership interest in EEP decreased from 15.1% to 14.6% as a result of the offering in the first quarter of 2008. In December 2008, Enbridge purchased 16.3 million Class A common units of EEP, resulting in an ownership increase to 27.0%.

- EEP earnings for the three months ended September 30, 2009 included an asset impairment loss of $12.2 million (net to Enbridge) related to the write-down of certain assets held for sale.

- Earnings from EIF for the nine months ended September 30, 2008 included proceeds of $1.3 million from the settlement of a claim against a former shipper on Alliance Canada which repudiated its capacity commitment.



Gas Distribution and Services

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Enbridge Gas Distribution (EGD) (17.5) (19.5) 75.9 76.1
Noverco (4.6) (5.1) 10.6 10.9
Enbridge Gas New Brunswick 4.4 3.8 12.9 10.5
Other Gas Distribution (0.9) (0.6) 6.5 5.6
Energy Services (1.7) (5.0) 28.7 8.5
Aux Sable 8.1 8.4 21.6 21.8
Other (2.3) (1.9) (4.9) (3.5)
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Adjusted Earnings/(Loss) (14.5) (19.9) 151.3 129.9
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EGD - colder than normal weather - - 14.0 9.9
EGD - interest income on GST refund - - 6.7 -
Energy Services - unrealized fair
value gains/(losses), net 8.5 55.2 (2.7) 20.0
Energy Services - SemGroup and
Lehman bankruptcies - (5.7) - (5.7)
Aux Sable - unrealized derivative
fair value gains/(losses) 4.5 6.2 (13.6) 19.8
Other - adoption of new accounting
standard - - (2.7) -
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Earnings (1.5) 35.8 153.0 173.9
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----------------------------------------------------------------------------


- Losses are typically incurred during the third quarter of each year due to lower summer month heating demand at various distribution franchises. The decrease in EGD's adjusted loss in the third quarter of 2009 compared with the third quarter of 2008 was primarily due to customer growth and lower interest expense, partially offset by higher operating costs and estimated accrued earnings sharing with customers under the current incentive regulation term. EGD's year-to-date adjusted earnings were comparable with the prior year, but reflected offsetting factors consistent with the quarter.

- The increase in Energy Services adjusted earnings for the nine months ended September 30, 2009 was due to higher volumes and the impact of realizing favourable storage and transportation margins.

Gas Distribution and Services earnings were impacted by the following non-recurring or non-operating adjusting items:

- Earnings from EGD for the nine months ended September 30, 2009 and 2008 are adjusted to reflect the impact of colder weather.

- Earnings from EGD for the nine months ended September 30, 2009 included interest income of $6.7 million related to the recovery of excess GST remitted to Canada Revenue Agency.

- Energy Services earnings for 2009 and 2008 reflected unrealized fair value gains and losses resulting from the revaluation of inventory and the revaluation of largely offsetting financial derivatives used to "lock-in" the profitability of forward transportation and storage transactions. During the first quarter of 2009, the Company adopted fair value accounting for inventory held at its commodity marketing businesses.

- Energy Services earnings for the three and nine months ended September 30, 2008 included a $5.7 million write-off as a result of bankruptcies by SemGroup and Lehman Brothers.

- Aux Sable earnings for each period reflected unrealized fair value changes on derivative financial instruments used to risk manage fractionation margin upside on natural gas processing volumes. Similar to Energy Services, these non-cash losses arose due to the revaluation of financial derivatives used to "lock in" the profitability of forward contracted prices.

- Other reflected the write-off of $2.7 million in deferred development costs as a result of adopting a change in accounting standards, effective January 1, 2009.



International

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
OCENSA - 7.7 6.6 23.1
CLH - - - 24.7
Other (1.1) (1.0) (3.9) (3.0)
----------------------------------------------------------------------------
Adjusted Earnings/(Loss) (1.1) 6.7 2.7 44.8
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OCENSA - gain on sale of investment - - 329.0 -
CLH - gain on sale of investment - - - 556.1
----------------------------------------------------------------------------
Earnings/(Loss) (1.1) 6.7 331.7 600.9
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----------------------------------------------------------------------------


- The decrease in adjusted earnings/(loss) for both the three and nine months ended September 30, 2009, compared with the same periods of 2008, was a result of the sale of CLH in June 2008 and OCENSA in March 2009.

International earnings were impacted by the following non-recurring or non-operating adjusting items:

- On March 17, 2009, the Company sold its investment in OCENSA, a crude oil export pipeline in Colombia, for proceeds of $511.8 million, resulting in a gain of $329.0 million.

- On June 17, 2008, the Company sold its investment in CLH for proceeds of $1.38 billion, resulting in an after-tax gain of $556.1 million.



Corporate

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Adjusted Earnings/(Loss) (9.9) (8.2) (14.1) (36.8)
----------------------------------------------------------------------------
Unrealized derivative fair value
gains 102.4 - 173.9 -
Unrealized foreign exchange gains
on translation of intercompany
loans, net 49.7 - 118.2 -
Gain on sale of investment in NTP - - 24.9 -
Impact of SIFT legislated tax
changes - - 5.9 -
Gain on sale of corporate aircraft - - - 4.9
U.S. pipeline tax decision - - - (32.2)
----------------------------------------------------------------------------
Earnings/(Loss) 142.2 (8.2) 308.8 (64.1)
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- The decrease in year-to-date Corporate adjusted loss is a result of lower operating costs due to cost saving initiatives and foreign exchange gains realized on hedge settlements and on residual United States dollar cash balances as the result of a stronger United States dollar.

Corporate costs were impacted by the following non-recurring or non-operating adjusting items:

- Earnings for both the three and nine months ended September 30, 2009 included unrealized fair value gains on the revaluation of derivative financial instruments resulting from forward risk management positions. The Company entered into foreign exchange derivative contracts in late 2008 and early 2009 to minimize the volatility of future United States dollar earnings. Additional derivative contracts used to mitigate cash flow volatility due to future interest rate fluctuations were entered into starting in the second quarter of 2009.

- Earnings for 2009 included net unrealized foreign exchange gains on the translation of foreign-denominated intercompany loans.

- On May 1, 2009, the Company sold its investment in NTP, an internet-based crude oil trading and clearing platform, for proceeds of $32.1 million, resulting in a gain of $24.9 million.

- Earnings for the nine months ended September 30, 2009 included a $5.9 million benefit related to legislated SIFT tax changes.

- A $4.9 million gain on the sale of a corporate aircraft is included in earnings for the nine months ended September 30, 2008.

- An unfavourable court decision related to the tax basis of previously owned United States pipeline assets resulted in the recognition of a $32.2 million income tax expense in the nine months ended September 30, 2008.



NON-GAAP RECONCILIATIONS

Three months ended Nine months ended
September 30, September 30,
-------------------------------------
(millions of Canadian dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
GAAP earnings as reported 303.8 148.4 1,254.9 1,057.4
Significant after-tax non-recurring
or non-operating factors and
variances:
Liquids Pipelines
Athabasca System - leak remediation
costs 2.7 - 8.7 -
Gas Pipelines
Alliance Pipeline US - shipper claim
settlement - - - (2.8)
Offshore - property insurance
recoveries from hurricanes, net of
costs incurred - (2.3) (1.5) -
Sponsored Investments
EEP - unrealized derivative fair
value gains (1.3) (4.6) (1.4) (1.8)
EEP - Lakehead System billing
correction - - (3.1) -
EEP - dilution gain on Class A
unit issuance - - - (4.5)
EEP - asset impairment loss 12.2 - 12.2 -
EIF - Alliance Canada shipper
claim settlement - - - (1.3)
Gas Distribution and Services
EGD - colder than normal weather - - (14.0) (9.9)
EGD - interest income on GST refund - - (6.7) -
Energy Services - unrealized fair
value (gains)/losses, net (8.5) (55.2) 2.7 (20.0)
Energy Services - SemGroup and
Lehman bankruptcies - 5.7 - 5.7
Aux Sable - unrealized derivative
fair value (gains)/losses (4.5) (6.2) 13.6 (19.8)
Other - adoption of new accounting
standard - - 2.7 -
International
OCENSA - gain on sale of investment - - (329.0) -
CLH - gain on sale of investment - - - (556.1)
Corporate
Unrealized derivative fair value
gains (102.4) - (173.9) -
Unrealized foreign exchange gains
on translation of intercompany
loans, net (49.7) - (118.2) -
Gain on sale of investment in NTP - - (24.9) -
Impact of SIFT legislated tax
changes - - (5.9) -
Gain on sale of corporate aircraft - - - (4.9)
U.S. pipeline tax decision - - - 32.2
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Adjusted Earnings 152.3 85.8 616.2 474.2
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CONFERENCE CALL

Enbridge will hold a conference call on Wednesday, November 4, 2009 at 9:00 a.m. Eastern time (7:00 a.m. Mountain time) to discuss the third quarter 2009 results. Analysts, members of the media and other interested parties can access the call at 617-399-5130 or toll-free at 1-866-318-8611 using the access code of 38088554. The call will be audio webcast live at www.enbridge.com/investor. A webcast replay and podcast will be available approximately two hours after the conclusion of the event and a transcript will be posted to the website within 24 hours. The audio replay will be available at toll-free 1-888-286-8010 or 617-801-6888 for 7 days following the call. The access code for the replay is 41187508.

The conference call will begin with a presentation by the Company's Chief Executive Officer and Chief Financial Officer followed by a question and answer period for investment analysts. A question and answer period for members of the media will immediately follow.

The unaudited interim consolidated financial statements and Management's Discussion and Analysis, which contain additional notes and disclosures, are available on the Enbridge website.

Enbridge Inc., a Canadian company, is a North American leader in delivering energy. As a transporter of energy, Enbridge operates, in Canada and the United States, the world's longest crude oil and liquids transportation system. The Company also has a growing involvement in the natural gas transmission and midstream businesses, and is expanding its interests in renewable and green energy technologies including wind and solar energy, hybrid fuel cells and carbon dioxide sequestration. As a distributor of energy, Enbridge owns and operates Canada's largest natural gas distribution company and provides distribution services in Ontario, Quebec, New Brunswick and New York State. Enbridge employs approximately 6,000 people, primarily in Canada and the United States and was named one of Canada's Ten Best Places to Work in 2009. Enbridge's common shares trade on the Toronto and New York stock exchanges under the symbol ENB. For more information, visit enbridge.com.

FORWARD-LOOKING INFORMATION

Forward-looking information, or forward-looking statements, have been included in this news release to provide Enbridge Inc. shareholders and potential investors with information about the Company and its subsidiaries, including management's assessment of Enbridge's and its subsidiaries' future plans and operations. This information may not be appropriate for other purposes. Forward-looking statements are typically identified by words such as "anticipate", "expect", "project", "estimate", "forecast", "plan", "intend", "target", "believe" and similar words suggesting future outcomes or statements regarding an outlook. Although Enbridge believes that these forward-looking statements are reasonable based on the information available on the date such statements are made and processes used to prepare the information, such statements are not guarantees of future performance and readers are cautioned against placing undue reliance on forward-looking statements. By their nature, these statements involve a variety of assumptions, known and unknown risks and uncertainties and other factors, which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such statements. Material assumptions include assumptions about the expected supply and demand for crude oil, natural gas and natural gas liquids; prices of crude oil, natural gas and natural gas liquids; expected exchange rates; inflation; interest rates; the availability and price of labour and pipeline construction materials; operational reliability; customer project approvals; anticipated in-service dates and weather.

Enbridge's forward-looking statements are subject to risks and uncertainties pertaining to operating performance, regulatory parameters, project approval and support, weather, economic conditions, exchange rates, interest rates and commodity prices, including but not limited to those risks and uncertainties discussed in this news release and in the Company's other filings with Canadian and United States securities regulators. The impact of any one risk, uncertainty or factor on a particular forward-looking statement is not determinable with certainty as these are interdependent and Enbridge's future course of action depends on management's assessment of all information available at the relevant time. Except to the extent required by law, Enbridge assumes no obligation to publicly update or revise any forward-looking statements made in this news release or otherwise, whether as a result of new information, future events or otherwise. All subsequent forward-looking statements, whether written or oral, attributable to Enbridge or persons acting on the Company's behalf, are expressly qualified in their entirety by these cautionary statements.



ENBRIDGE INC.
HIGHLIGHTS
----------------------------------------------------------------------------
Three months ended Nine months ended
September 30, September 30,
(unaudited; millions of Canadian -------------------------------------
dollars, except per share amounts) 2009 2008 2009 2008
----------------------------------------------------------------------------
Earnings Applicable to Common
Shareholders
Liquids Pipelines 116.5 74.1 304.4 226.5
Gas Pipelines 17.4 12.6 52.4 39.7
Sponsored Investments 30.3 27.4 104.6 80.5
Gas Distribution and Services (1.5) 35.8 153.0 173.9
International (1.1) 6.7 331.7 600.9
Corporate 142.2 (8.2) 308.8 (64.1)
----------------------------------------------------------------------------
303.8 148.4 1,254.9 1,057.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Cash Flow Data
Cash provided by operating
activities before changes in
operating assets and liabilities 348.4 183.8 1,212.1 889.7
Cash provided by operating
activities 230.3 (131.8) 1,810.0 950.5
Additions to property, plant
and equipment 930.2 790.8 2,280.6 2,023.3
Total Common Share Dividends 139.0 122.5 415.6 366.4
Per Common Share Information
Earnings per Common Share 0.83 0.41 3.45 2.94
Diluted Earnings per Common Share 0.83 0.41 3.43 2.92
Dividends per Common Share 0.37 0.33 1.11 0.99
Shares Outstanding
Weighted Average Common Shares
Outstanding (millions) 364.8 361.0 363.5 359.3
Diluted Weighted Average Common
Shares Outstanding (millions) 367.3 363.8 365.6 362.1
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Operating Data
Liquids Pipelines - Average
Deliveries (thousands of
barrels per day)
Enbridge System(1) 2,094 1,970 2,038 2,002
Athabasca System(2) 268 233 265 190
Spearhead Pipeline 141 110 119 108
Olympic Pipeline 294 292 280 292
Gas Pipelines - Average Throughput
Volume (millions of cubic feet
per day)
Alliance Pipeline US 1,559 1,546 1,612 1,618
Vector Pipeline 1,098 1,207 1,324 1,298
Enbridge Offshore Pipelines 2,191 1,601 2,051 1,740
Gas Distribution and Services(3)
Volumes (billion cubic feet
per period) 41 45 294 307
Number of active customers
(thousands) 1,966 1,922 1,966 1,922
Degree day deficiency(4)
Actual 70 72 2,500 2,423
Forecast based on normal weather 83 87 2,316 2,332
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Enbridge System includes Canadian mainline deliveries in Western Canada
and to the Lakehead System at the U.S. border as well as Line 8 and
Line 9 in Eastern Canada.
(2) Athabasca volumes include both the Athabasca mainline and the Waupisoo
Pipeline and do not include laterals on the Athabasca System.
(3) Gas Distribution and Services volumes and the number of active
customers are derived from the aggregate system supply and direct
purchase gas supply arrangements.
(4) Degree day deficiency is a measure of coldness which is indicative of
volumetric requirements of natural gas utilized for heating purposes.
It is calculated by accumulating for each day in the period the total
number of degrees each day by which the daily mean temperature falls
below 18 degrees Celsius. The figures given are those accumulated in
the Greater Toronto Area.



ENBRIDGE INC.
CONSOLIDATED STATEMENTS OF EARNINGS
----------------------------------------------------------------------------
Three months ended Nine months ended
September 30, September 30,
----------------------------------------
(unaudited; millions of Canadian
dollars, except per share amounts) 2009 2008 2009 2008
----------------------------------------------------------------------------
Revenues
Commodity sales 1,962.6 3,766.4 7,228.9 10,316.7
Transportation and other services 666.1 602.1 2,050.0 1,891.1
----------------------------------------------------------------------------
2,628.7 4,368.5 9,278.9 12,207.8
----------------------------------------------------------------------------
Expenses
Commodity costs 1,828.6 3,590.7 6,720.8 9,869.1
Operating and administrative 333.9 327.4 1,042.1 927.9
Depreciation and amortization 190.9 171.3 561.7 483.3
----------------------------------------------------------------------------
2,353.4 4,089.4 8,324.6 11,280.3
----------------------------------------------------------------------------
275.3 279.1 954.3 927.5
Income from Equity Investments 25.7 32.0 138.0 122.2
Other Investment Income 256.0 41.4 542.8 138.4
Interest Expense (149.7) (133.3) (430.8) (398.6)
Gain on Sale of Investments - - 364.9 694.6
----------------------------------------------------------------------------
407.3 219.2 1,569.2 1,484.1
Non-Controlling Interests (7.2) (13.9) (28.9) (40.5)
----------------------------------------------------------------------------
400.1 205.3 1,540.3 1,443.6
Income Taxes (94.6) (55.2) (280.3) (381.1)
----------------------------------------------------------------------------
Earnings 305.5 150.1 1,260.0 1,062.5
Preferred Share Dividends (1.7) (1.7) (5.1) (5.1)
----------------------------------------------------------------------------
Earnings Applicable to Common
Shareholders 303.8 148.4 1,254.9 1,057.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Earnings per Common Share 0.83 0.41 3.45 2.94
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Diluted Earnings per Common Share 0.83 0.41 3.43 2.92
----------------------------------------------------------------------------
----------------------------------------------------------------------------



ENBRIDGE INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
----------------------------------------------------------------------------
Three months ended Nine months ended
September 30, September 30,
(unaudited; millions of Canadian ----------------------------------------
dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Earnings 305.5 150.1 1,260.0 1,062.5
Other Comprehensive Income/(Loss)
Change in unrealized losses on cash
flow hedges, net of tax (57.0) (63.2) (122.0) (59.7)
Reclassification to earnings of
realized cash flow hedges, net of
tax 19.8 16.8 110.1 13.7
Reclassification to earnings of
unrealized cash flow hedges,
net of tax - - (19.9) -
Other comprehensive income/(loss) from
equity investees (13.0) 43.1 (25.6) 8.3
Non-controlling interest in other
comprehensive income 4.4 (20.2) 7.1 (2.4)
Change in foreign currency translation
adjustment (359.1) 93.9 (630.9) 164.8
Change in unrealized gains/(losses) on
net investment hedges, net of tax 71.8 (35.7) 136.3 (71.9)
----------------------------------------------------------------------------
Other Comprehensive Income/(Loss) (333.1) 34.7 (544.9) 52.8
----------------------------------------------------------------------------
Comprehensive Income (27.6) 184.8 715.1 1,115.3
----------------------------------------------------------------------------
----------------------------------------------------------------------------



ENBRIDGE INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

Nine months ended
September 30,
-----------------------
(unaudited; millions of Canadian dollars, except per
share amounts) 2009 2008
----------------------------------------------------------------------------

Preferred Shares 125.0 125.0
----------------------------------------------------------------------------

Common Shares
Balance at beginning of period 3,194.0 3,026.5
Common shares issued 4.0 -
Dividend reinvestment and share purchase plan 104.0 106.1
Shares issued on exercise of stock options 20.8 30.0
----------------------------------------------------------------------------
Balance at End of Period 3,322.8 3,162.6
----------------------------------------------------------------------------

Contributed Surplus
Balance at beginning of period 37.9 25.7
Stock-based compensation 16.6 12.5
Options exercised (1.1) (2.1)
----------------------------------------------------------------------------
Balance at End of Period 53.4 36.1
----------------------------------------------------------------------------

Retained Earnings
Balance at beginning of period 3,383.4 2,537.3
Earnings applicable to common shareholders 1,254.9 1,057.4
Common share dividends (415.6) (366.4)
Dividends paid to reciprocal shareholder 12.5 11.0
----------------------------------------------------------------------------
Balance at End of Period 4,235.2 3,239.3
----------------------------------------------------------------------------

Accumulated Other Comprehensive Income/(Loss)
Balance at beginning of period 32.8 (285.0)
Other comprehensive income/(loss) (544.9) 52.8
----------------------------------------------------------------------------
Balance at End of Period (512.1) (232.2)
----------------------------------------------------------------------------

Reciprocal Shareholding (154.3) (154.3)
----------------------------------------------------------------------------

Total Shareholders' Equity 7,070.0 6,176.5
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Dividends Paid per Common Share 1.11 0.99
----------------------------------------------------------------------------
----------------------------------------------------------------------------



ENBRIDGE INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
----------------------------------------------------------------------------
Three months ended Nine months ended
September 30, September 30,
---------------------------------------
(unaudited; millions of Canadian
dollars) 2009 2008 2009 2008
----------------------------------------------------------------------------
Operating Activities
Earnings 305.5 150.1 1,260.0 1,062.5
Depreciation and amortization 190.9 171.3 561.7 483.3
Unrealized (gains)/losses on
derivative instruments (153.0) (97.9) (201.7) (76.5)
Equity earnings (in excess of)/less
than cash distributions 18.1 (10.6) 0.3 (51.4)
Gain on reduction of ownership
interest - - - (12.3)
Gain on sale of investment in
NetThruPut - - (28.8) -
Gain on sale of investment in OCENSA - - (336.1) -
Gain on sale of investment in CLH - - - (694.6)
Future income taxes 71.9 (42.0) 111.3 138.0
Allowance for equity funds used
during construction (33.3) (14.2) (93.9) (35.1)
Non-controlling interests 7.2 13.9 28.9 40.5
Other (58.9) 13.2 (89.6) 35.3
Changes in operating assets and
liabilities (118.1) (315.6) 597.9 60.8
----------------------------------------------------------------------------
230.3 (131.8) 1,810.0 950.5
----------------------------------------------------------------------------
Investing Activities
Long-term investments (222.7) (0.7) (224.4) (7.5)
Affiliate loans, net (178.1) - (178.1) -
Sale of investment in NetThruPut - - 22.6 -
Sale of investment in OCENSA - - 511.8 -
Sale of investment in CLH - - - 1,369.0
Sale of property, plant and
equipment - - 87.2 -
Settlement of OCENSA currency hedges - - 5.8 -
Settlement of CLH hedges - - - (47.0)
Additions to property, plant and
equipment (930.2) (790.8) (2,280.6) (2,023.3)
Additions to intangible assets (14.6) (29.0) (52.7) (61.3)
Change in construction payable 52.9 (3.7) (35.5) 8.8
----------------------------------------------------------------------------
(1,292.7) (824.2) (2,143.9) (761.3)
----------------------------------------------------------------------------
Financing Activities
Net change in short-term borrowings 353.8 662.9 (520.8) 190.0
Net change in commercial paper and
credit facility draws 275.7 (50.8) 323.7 (294.1)
Net change in non-recourse
short-term debt (6.9) 2.2 (7.2) 7.1
Debenture and term note issues 600.0 - 1,000.0 -
Debenture and term note repayments - (352.0) (416.2) (452.0)
Net change in Southern Lights
project financing - 739.4 190.2 739.4
Net non-recourse long-term debt
repayments (3.0) 1.9 (40.0) (28.2)
Distributions to non-controlling
interests (10.0) 2.7 (34.8) (10.4)
Common share issued 6.0 1.0 18.6 25.3
Preferred share dividends (1.7) (1.7) (5.1) (5.1)
Common share dividends (101.3) (90.7) (311.6) (261.2)
----------------------------------------------------------------------------
1,112.6 914.9 196.8 (89.2)
----------------------------------------------------------------------------
Increase/(Decrease) in Cash and Cash
Equivalents 50.2 (41.1) (137.1) 100.0
Cash and Cash Equivalents at
Beginning of Period 354.4 307.8 541.7 166.7
----------------------------------------------------------------------------
Cash and Cash Equivalents at End of
Period (1) 404.6 266.7 404.6 266.7
----------------------------------------------------------------------------
----------------------------------------------------------------------------

(1) Cash and cash equivalents at September 30, 2009 consists of $174.5
million (2008 - $151.1 million) of cash and $230.1 million (2008 -
$115.6 million) of short-term investments.



ENBRIDGE INC.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

----------------------------------------------------------------------------
September 30, December 31,
(unaudited; millions of Canadian dollars) 2009 2008
----------------------------------------------------------------------------

Assets
Current Assets
Cash and cash equivalents 404.6 541.7
Accounts receivable and other 1,559.1 2,322.5
Inventory 796.6 844.7
----------------------------------------------------------------------------
2,760.3 3,708.9
Property, Plant and Equipment, net 18,086.4 16,156.9
Long-Term Investments 2,205.8 2,491.8
Deferred Amounts and Other Assets 2,687.1 1,318.4
Intangible Assets 467.6 458.0
Goodwill 380.0 389.2
Future Income Taxes 119.6 178.2
----------------------------------------------------------------------------
26,706.8 24,701.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Liabilities and Shareholders' Equity
Current Liabilities
Short-term borrowings 353.8 874.6
Accounts payable and other 2,137.3 2,411.5
Interest payable 121.9 101.9
Current maturities of long-term debt 550.7 533.8
Current maturities of non-recourse debt 188.0 184.7
----------------------------------------------------------------------------
3,351.7 4,106.5
Long-Term Debt 10,831.5 10,154.9
Non-Recourse Long-Term Debt 1,349.5 1,474.0
Other Long-Term Liabilities 1,285.5 259.0
Future Income Taxes 2,096.5 1,290.8
Non-Controlling Interests 722.1 797.4
----------------------------------------------------------------------------
19,636.8 18,082.6
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Shareholders' Equity
Share capital
Preferred shares 125.0 125.0
Common shares 3,322.8 3,194.0
Contributed surplus 53.4 37.9
Retained earnings 4,235.2 3,383.4
Accumulated other comprehensive income/(loss) (512.1) 32.8
Reciprocal shareholding (154.3) (154.3)
----------------------------------------------------------------------------
7,070.0 6,618.8
----------------------------------------------------------------------------
26,706.8 24,701.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------



ENBRIDGE INC.
SEGMENTED INFORMATION

----------------------------------------------------------------------------
Three months ended
September 30, 2009 Gas
(millions of Canadian Liquids Gas Sponsored Distribution
dollars) Pipelines Pipelines Investments and Services
----------------------------------------------------------------------------
Revenues 339.0 96.1 79.4 2,105.1
Commodity costs - - - (1,828.6)
Operating and administrative (139.3) (24.9) (29.4) (131.7)
Depreciation and amortization (59.7) (25.7) (22.8) (75.9)
----------------------------------------------------------------------------
140.0 45.5 27.2 68.9
Income from equity investments - - 36.2 (10.5)
Other investment income and
gain on sale of investments 42.9 2.5 4.4 2.5
Interest and preferred share
dividends (28.1) (16.5) (13.7) (45.7)
Non-controlling interests (0.5) - (5.0) (1.7)
Income taxes (37.8) (14.1) (18.8) (15.0)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders 116.5 17.4 30.3 (1.5)
----------------------------------------------------------------------------
----------------------------------------------------------------------------


(millions of Canadian dollars) International Corporate Consolidated
----------------------------------------------------------------------------
Revenues 1.5 7.6 2,628.7
Commodity costs - - (1,828.6)
Operating and administrative (2.6) (6.0) (333.9)
Depreciation and amortization - (6.8) (190.9)
----------------------------------------------------------------------------
(1.1) (5.2) 275.3
Income from equity investments - - 25.7
Other investment income and gain on
sale of investments (0.4) 204.1 256.0
Interest and preferred share dividends - (47.4) (151.4)
Non-controlling interests - - (7.2)
Income taxes 0.4 (9.3) (94.6)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders (1.1) 142.2 303.8
----------------------------------------------------------------------------
----------------------------------------------------------------------------



----------------------------------------------------------------------------
Three months ended
September 30, 2008 Gas
(millions of Canadian Liquids Gas Sponsored Distribution
dollars) Pipelines Pipelines Investments and Services
----------------------------------------------------------------------------
Revenues 287.4 85.9 72.2 3,918.3
Commodity costs - - - (3,590.7)
Operating and administrative (128.7) (22.9) (23.2) (141.4)
Depreciation and amortization (47.9) (25.9) (20.3) (75.4)
----------------------------------------------------------------------------
110.8 37.1 28.7 110.8
Income from equity investments 0.1 0.1 41.9 (10.5)
Other investment income
and gain on sale of
investments 12.9 1.5 2.2 4.9
Interest and preferred
share dividends (25.6) (17.3) (14.8) (49.6)
Non-controlling interests (0.2) - (11.6) (1.8)
Income taxes (23.9) (8.8) (19.0) (18.0)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders 74.1 12.6 27.4 35.8
----------------------------------------------------------------------------
----------------------------------------------------------------------------


(millions of Canadian dollars) International Corporate Consolidated
----------------------------------------------------------------------------
Revenues 2.0 2.7 4,368.5
Commodity costs - - (3,590.7)
Operating and administrative (3.0) (8.2) (327.4)
Depreciation and amortization (0.2) (1.6) (171.3)
----------------------------------------------------------------------------
(1.2) (7.1) 279.1
Income from equity investments - 0.4 32.0
Other investment income and gain on
sale of investments 8.4 11.5 41.4
Interest and preferred share dividends - (27.7) (135.0)
Non-controlling interests - (0.3) (13.9)
Income taxes (0.5) 15.0 (55.2)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders 6.7 (8.2) 148.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------



Nine months ended
September 30, 2009 Gas
(millions of Canadian Liquids Gas Sponsored Distribution
dollars) Pipelines Pipelines Investments and Services
----------------------------------------------------------------------------
Revenues 972.5 300.2 231.4 7,740.4
Commodity costs - - - (6,719.8)
Operating and administrative (423.4) (85.5) (80.7) (419.7)
Depreciation and
amortization (168.1) (84.5) (64.6) (224.4)
----------------------------------------------------------------------------
381.0 130.2 86.1 376.5
Income from equity
investments - - 139.7 (1.7)
Other investment income and
gain on
sale of investments 112.2 11.8 8.9 7.7
Interest and preferred share
dividends (106.0) (54.7) (42.1) (135.4)
Non-controlling interests (1.3) - (21.8) (5.0)
Income taxes (81.5) (34.9) (66.2) (89.1)
----------------------------------------------------------------------------
Earnings applicable to
common shareholders 304.4 52.4 104.6 153.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------



----------------------------------------------------------------------------
(millions of Canadian dollars) International Corporate Consolidated
----------------------------------------------------------------------------
Revenues 3.6 30.8 9,278.9
Commodity costs - (1.0) (6,720.8)
Operating and administrative (8.3) (24.5) (1,042.1)
Depreciation and amortization (0.2) (19.9) (561.7)
----------------------------------------------------------------------------
(4.9) (14.6) 954.3
Income from equity investments - - 138.0
Other investment income and gain on
sale of investments 342.9 424.2 907.7
Interest and preferred share dividends - (97.7) (435.9)
Non-controlling interests - (0.8) (28.9)
Income taxes (6.3) (2.3) (280.3)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders 331.7 308.8 1,254.9
----------------------------------------------------------------------------
----------------------------------------------------------------------------



----------------------------------------------------------------------------
Nine months ended
September 30, 2008 Gas
(millions of Canadian Liquids Gas Sponsored Distribution
dollars) Pipelines Pipelines Investments and Services
----------------------------------------------------------------------------
Revenues 831.6 252.0 213.8 10,895.7
Commodity costs - - - (9,869.1)
Operating and administrative (353.4) (74.8) (66.7) (402.0)
Depreciation and
amortization (130.6) (70.2) (58.2) (218.7)
----------------------------------------------------------------------------
347.6 107.0 88.9 405.9
Income from equity
investments (0.2) 0.1 99.9 (1.4)
Other investment income and
gain on sale of investments 34.9 7.5 23.5 14.2
Interest and preferred share
dividends (80.5) (48.9) (45.2) (147.7)
Non-controlling interests (0.9) - (33.6) (5.2)
Income taxes (74.4) (26.0) (53.0) (91.9)
----------------------------------------------------------------------------
Earnings applicable to
common shareholders 226.5 39.7 80.5 173.9
----------------------------------------------------------------------------
----------------------------------------------------------------------------


----------------------------------------------------------------------------
(millions of Canadian dollars) International Corporate Consolidated
----------------------------------------------------------------------------
Revenues 7.1 7.6 12,207.8
Commodity costs - - (9,869.1)
Operating and administrative (10.8) (20.2) (927.9)
Depreciation and amortization (0.6) (5.0) (483.3)
----------------------------------------------------------------------------
(4.3) (17.6) 927.5
Income from equity investments 25.0 (1.2) 122.2
Other investment income and gain on
sale of investments 719.0 33.9 833.0
Interest and preferred share dividends - (81.4) (403.7)
Non-controlling interests - (0.8) (40.5)
Income taxes (138.8) 3.0 (381.1)
----------------------------------------------------------------------------
Earnings applicable to common
shareholders 600.9 (64.1) 1,057.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------

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