TransCanada Trust's US$1.2bn public offering in the United States of Hybrid Trust Notes

Counsel to the underwriters in connection with TransCanada Trust's public offering in the United States of Hybrid Trust Notes. Due 2076 for aggregate gross proceeds of US$1.2 billion.

The notes are guaranteed on a subordinated basis by TransCanada PipeLines Limited (TCPL). The notes provide TCPL with a cost-effective means of raising capital, which qualifies for Basket “C” equity treatment by Moody’s Investors Service, Inc., and for “Intermediate Equity Credit” by Standard & Poors Ratings Services.  Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, HSBC Securities (USA) Inc., Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Mizuho Securities USA Inc., MUFG Securities Americas Inc., Credit Agricole Securities (USA) Inc.,  Merrill Lynch, Pierce, Fenner & Smith Incorporated, SMBC Nikko Securities America, Inc., Barclays Capital Inc. and Wells Fargo Securities, LLC  acted as underwriters in respect of this offering.