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Gold/Mining/Energy : KERM'S KORNER -- Ignore unavailable to you. Want to Upgrade?


To: Kerm Yerman who wrote (8636)1/23/1998 11:21:00 AM
From: Kerm Yerman  Read Replies (17) | Respond to of 15196
 
MARKET ACTIVITY/TRADING NOTES FOR DAY ENDING THURSDAY, JANUARY 22, 1998 (7)

ENERGY TRUSTS

Oil and gas royalty trusts will have to work harder this year to hang onto the trust of investors after delivering unimpressive results in 1997.

As a group, conventional oil and gas trusts had a total return, including capital appreciation and income, of -5% for the year - better than oil and gas producing companies, but still a negative return.

By comparison, the oil and gas producers' index declined more than 10% in 1997.

The exceptions were the two oilsands royalty trusts: Canadian Oil Sands Investments Inc., managed by PanCanadian Petroleum Ltd., and Athabasca Oil Sands Investments Inc., managed by Gulf Canada Resources Ltd.

Athabasca returned 31% in 1997 (22% capital appreciation), and Canadian Oil Sands returned 39% (32% capital appreciation).

"These are the two highest quality oil and gas trusts out there," says oil and gas analyst Brian Ector, who follows the investments for CIBC Wood Gundy Inc. in Calgary. As in the broader market, "there was a real flight to quality," he says.

Among the conventional oil and gas producers, Pengrowth Energy Trust (PGFun/TSE) was the top performer. Appreciation was aided by a large acquisition last summer of producing properties from Imperial Oil Ltd., which led to a total 1997 return of 18%.

The overall lacklustre performance of oil and gas royalty trusts was caused by several adverse factors.

"What you have in the last six months of 1997 is the worst of all worlds - lower commodity prices and higher interest rates, and those are the two things that determine their value," says oil and gas analyst Gord Currie, of Canaccord Capital Corp. in Calgary.

Weaker prices for both oil and gas in the latter part of the year caused an investor exodus from the entire sector. Interest rates were trending upward, making these income-producing instruments less attractive.

Oil and gas trusts emerged from virtual obscurity in 1996 to bankroll an increasing share of the energy sector's capital requirements.

Research recently compiled by Calgary-based oil and gas specialist dealer Peters & Co. Ltd. shows trusts raised $3.68 billion in equity in 1997, up from $2.44 billion in 1996 and $363 million in 1995.

Some industry analysts expect oil and gas trusts to fizzle in popularity this year as the energy sector continues to struggle around the bottom of the cycle.

"Lower commodity prices mean lower cash flow," says Ector. "We are expecting lower distributions for this year."

Even the oilsands trusts are expected to reduce distributions, as they will be funding from cash flow the four stage, $6-billion expansion of the Syncrude Canada Ltd. operation in northern Alberta.

Ector has downgraded a number of recommendations to reflect a US$18 West Texas Intermediate scenario for oil prices.

"The lower commodity price environment is reflected in today's unit prices, so we see limited downside from current levels, but we don't see a huge capital appreciation potential under the lower commodity prices," he says.

"But in a quiet market with weaker commodity prices, you still get that 13% to 15% cash yield, even in a lower pricing environment. That's the advantage over some of the exploration and production companies today."

Ector rates the Shiningbank Energy Income Fund (SHNun/TSE) as a "strong buy".

The trust's production is 70% natural gas, and the rest is conventional light oil. Natural gas prices are expected to rise later this year as export pipeline capacity expands.

Royalty trusts can turn to acquisition to boost capital appreciation. Those with low debt levels or cash on hand are expected to benefit from a favorable environment for property acquisitions.

"First-quarter results across the oilpatch will be disappointing," says Eric Tremblay, vice-president of corporate development at Enerplus Group.

"We foresee there is a good chance stock prices might go down further still, with first-quarter results coming, and we might see a flood of new properties coming into the market."

With $1.8 billion in assets, the company runs the EnerMark Income Fund (EIFun/TSE), the Enerplus Resources Fund (ERFg/TSE) and Westrock Energy Income Fund I (WREun/TSE) and Westrock Energy Income Fund II
(WRFun/TSE). Tremblay said it could buy more than $1 billion in assets this year.

Another big spender is likely to be Calgary-based NCE Income Resources Corp., which is poised to spend $300 to $500 million for new producing assets, companies and stocks in the Canadian oil and gas sector.

President John Driscoll said his company is already targeting more than six oil and gas producers for acquisition for its NCE Energy Trust (NCAun/ME), which buys companies for conversion into trusts.

Currie agrees that the acquisition market this year could allow well capitalized trusts to buy new assets at reasonable prices. But the other side of the equation is whether they will find investors to back them up. Oil and gas royalty trusts are owned mostly by retail investors.

"The trust units were pretty valuable last year, but they have become less valuable this year. So, to the extent they have to raise money, it becomes more expensive for them to do so," Currie says. "There will be opportunities to buy assets. The question is, where will all the money come from?"

Investors have become more discriminating, says Nancy Lever, senior vice-president of ARC Financial Corp., which manages the $300 million ARC Energy Trust (AETun/TSE).

"There are an awful lot of competing products in the market now," she says.

Driscoll is convinced investors will continue to see value in the instruments because, even at today's lowerunit prices, the income is attractive.

"What's turning investors off is the price of [oil and gas]. But if you forget for a moment the price of commodities and look at your rates of return, and then look at the supply and demand fundamentals, it's got to tell you now's the time to be out there accumulating these oil and gas royalty trusts," Driscoll says.

PIPELINES

Big Implications Seen From Canada Pipeline merger

Players in Canada's natural gas industry scrambled on Thursday to sort out the potentially huge impacts from a possible merger of pipeline companies NOVA Corp and TransCanada PipeLines Ltd. NOVA and TransCanada confirmed Thursday that they were in talks regarding a merger that could rank as the biggest ever involving two Canadian companies.

Players in Canada's natural gas industry scrambled on Thursday to sort out the potentially huge impacts from a possible merger of pipeline companies NOVA Corp and TransCanada PipeLines Ltd .

NOVA and TransCanada confirmed Thursday that they were in talks regarding a merger that could rank as the biggest ever involving two Canadian companies.

"Alberta's going to be a very different place by the end of this year than it is now. That's the only certainty," said David Manning, president of the Canadian Association of Petroleum Producers (CAPP), the industry's main lobby group.

"Our interests are the competitiveness of (Canada's gas producing) basin and access to market, and CAPP will look at whatever happens in the context of those two elements."

NOVA operates Alberta's huge pipeline network, while TransCanada takes the lion's share of that gas and moves it on its pipelines to eastern Canadian and U.S. markets. A merger of the two would affect hundreds of gas producing companies, other pipeline firms, regulators, the Alberta and Canadian governments and any other entity connected to the growing and increasingly combative industry.

One analyst calculated that a TransCanada bid for NOVA could total C$7.3 billion, topping the C$5.2 billion takeover of Dome Petroleum by Amoco Corp unit Amoco Canada Petroleum Co Ltd in 1988.

The announcement of merger talks came in the midst of a hearing into the proposed C$3.7 billion Canada-Chicago Alliance Pipeline project, which threatens to take gas volumes off TransCanada's and NOVA's pipeline systems. Both companies are arguing vehemently at the hearing against Alliance being approved.

Executives with major gas producers expressed concern over the possibility of two firms with near-monopolies in their territories banding together to create one dominant force.

"One of the things that would disturb producers would be if the two major opponents of Alliance come together and form an even stronger dominant position and then continue to try and kill the only significant new competition they would have," Alberta Energy Co Ltd Chief Executive Gwyn Morgan said.

"If they were going to announce any kind of attempt to try to do a merger, they better also announce that they are going to change their position radically on the Alliance matter."

Said Alliance Vice-President Jack Crawford: "It's difficult to conceive of them having this kind of a merger approved by the Competition Bureau in the absence of any competition."

NOVA has faced several potential competitors aiming to build pipelines through its Alberta turf, and Alliance -- originally devised by several producers -- has come the closest to going ahead.

Producer dissatisfaction with a lack of export gas pipeline capacity from Alberta as well as NOVA's regulated one-size-fits-all toll structure have been large and contentious issues for years.

A spokesman for Alberta Energy Minister Steve West said the province, which has always regulated NOVA through its Energy and Utilities Board, would certainly be keenly interested in the deal.

Meanwhile, a positive aspect of a merger would be the ability to cut overhead and operating costs, and likely tolls charged to producers, under one corporate umbrella, said Paul Mortensen, director of natural gas supply with the Canadian Energy Research Institute.

MORE

Nova Confirms TCPL Talks

Analysts believe merger is a good fit, with little duplication

Rampant speculation forced Nova Corp. and TransCanada PipeLines Ltd. yesterday to confirm reports they're in merger discussions.

Analysts said the deal could further lift Nova's stock to the $17 to $18.50 range if the deal is finalized.

Nova shares (NVA/TSE) closed at $14.95, up 20› on volume of 4.3 million shares. TransCanada's shares (TRP/TSE) dipped $1.10 to $30.90 on volume of 1.3 million.

The two companies issued statements before the markets opened that discussions for a possible merger are under way.

"Rumors about these discussions have been circulating for some time," said Nova spokeswoman Lisa Neiles.

"Under these circumstances, it was necessary for us to acknowledge that discussions with TransCanada were taking place, so that we provided the same information to all investors in a timely fashion."

She said issuing the statement was "a stock exchange requirement and one that had to take precedence over other considerations."

Rumors of the merger began circulating in Calgary before Christmas. One source called the talks "the worst-kept secret in the city."

Analysts contacted yesterday said they believe an announcement of the merger is imminent.

It would create a pipeline giant with a market capitalization of more than $14 billion.

The combined companies would also form the largest natural gas pipeline network in North America, with assets of about $22 billion.

"Having announced they are in merger discussions, on Wall Street we would say they are more than a little pregnant," said New York based analyst David Silver, a vice-president of Credit Suisse First Boston Corp.

Calgary-based TCPL is expected to value Nova stock at $17 to $18.50, analysts said yesterday.

Silver is increasing his short-term target price for TCPL shares to $17 from $15.50.

ScotiaMcLeod Inc. analyst Sam Kanes has a takeover value of $18.30 a share.

That compares with $15 if Nova proceeds with current plans to split into two units - petrochemicals and pipelines - a move announced in November.

"Anything over $16 for Nova is a very generous bid," said Tom Kehoe, a principal with Peters & Co. Ltd. in Calgary.

Analysts believe TCPL will first buy the whole company on a pooling of interests basis because of accounting advantages, then sell off the chemical assets.

Potential buyers include Union Carbide Corp., Dow Chemical Co., DuPont Co., Mobil Corp., Amoco Corp. and Exxon Corp.

Union Carbide is rumored to be the most likely suitor because it already has several joint ventures with Nova.

A union of the two pipeline companies would be a win-win situation for both, analysts said.

"It's a very good fit. There is very little duplication. There could be a lot of cost-savers," said Robert Hastings of Goepel Shields & Partners Inc. in Vancouver.

Nova runs a virtual natural gas transmission monopoly in Alberta, while TCPL has the largest natural gas transmission system in Canada outside Alberta. Nova supplies 90% of TCPL's natural gas at the Alberta border.

TCPL is said to want to complete the transaction before the planned split to beat out competitors with deeper pockets.

Analysts and competitors say the big winner would be the proposed Alliance natural gas pipeline.

"Ironically, if it has an impact it's probably positive," said Jack Crawford, Alliance's vice-president for public and government affairs.

"It's my belief that to get approval for this merger by the Alberta government and Federal Competition Bureau, it would be helpful for the company to show they have competition."

The National Energy Board is now holding hearings into whether to approve Alliance, a $3.7-billion pipeline that would carry natural gas from British Columbia to Chicago, competing with the Nova and TCPL systems.

Fort Chicago Climbs On NOVA-TCPL News

Shares in Fort Chicago Energy Partners LP, the public vehicle representing a stake in the proposed Alliance Pipeline, climbed on Thursday to their highest value ever after NOVA Corp and TransCanada Pipelines Ltd confirmed merger talks.

Fort Chicago, which has a 27 percent interest in the C$3.7 billion Canada-Chicago gas pipeline, closed up 0.60 to 7.60 in Toronto with more than 116,000 units changing hands.

Scotia Capital Markets analyst Sam Kanes said a NOVA-TCPL merger would increase the chances of Alliance being approved by regulators, who would be wary of the deal creating a gas pipeline monopoly in Canada.

The Alliance project is the subject of a hearing before Canada's National Energy Board.

NOVA and TransCanada, whose pipeline dominance in Canada is threatened by Alliance, are arguing against the new project.

Fort Chicago was created out of Chauvco Resources Ltd's stake in Alliance when Chauvco was acquired by Pioneer Natural Resources Co . It has since absorbed the Alliance interests of several other gas producers.

The Alliance Pipeline would ship 1.3 billion cubic feet of Canadian natural gas a day to Chicago from northeast British Columbia starting in 1999.

Alliance partners include IPL Energy Inc with 21.4 percent, Fort Chicago with 26 percent, Coastal Corp with 10.4 percent, Westcoast Energy Inc with 10.5 percent, Duke Energy Corp with 9.8 percent, Unocal Corp with 9.1 percent, Gulf Canada Resources Ltd with 8 percent and MAPCO Inc with 4.8 percent.

END




To: Kerm Yerman who wrote (8636)1/23/1998 9:59:00 PM
From: Kerm Yerman  Read Replies (1) | Respond to of 15196
 
PIPELINES / TransCanada Pipelines Ltd. 1997 Earnings (Part 1)

TRANSCANADA'S 1997 EARNINGS INCREASE

CALGARY, Jan. 23 /CNW/ - TransCanada PipeLines Limited today announced
that net income to common shares (net earnings) rose $22.4 million to $407.6
million in 1997. Earnings per share were $1.85, the same as 1996. For the
fourth quarter, net earnings were $100.5 million or 45 cents per share,
compared to $102 million or 48 cents per share in 1996.

''We have had strong contributions from all our businesses except those
affected by petroleum and products prices,'' said George Watson, TransCanada's
president and chief executive officer. ''Deteriorating margins in petroleum
and products marketing and the US gas processing businesses, particularly in
the fourth quarter, plus the costs associated with the ongoing expansion of
our energy transmission business, kept our earnings per share flat on a year
over year basis. We remain confident that we will achieve our earnings per
share targets of $2.40 by 2000 and $3.00 by 2002,'' he said.

''As we expand into more market-based businesses, the earnings of the
company will become less predictable than what we have been used to in the
past. This is the price today of providing our shareholders with
opportunities for increased value added in the future,'' Watson said.

Net earnings from the Energy Transmission segment were $333.9 million in
1997, up $10.3 million from 1996. The Canadian Mainline contributed $257.8
million in 1997, up $7.1 million from 1996 despite a 58 basis point reduction
in the allowed rate of return on common equity. TransCanada's proportionate
share of net earnings from its North American pipelines was $76.1 million in
1997, compared with $72.9 million the previous year.

The Energy Marketing segment had net earnings of $7.6 million in 1997,
down from $27.9 million in 1996. Although price volatility for natural gas
created profitable marketing opportunities and greater volumes of natural gas
were sold in 1997 than in 1996, these positive results were more than offset
by the loss in the petroleum and products marketing business. The narrow
movement in petroleum and products prices throughout 1997, together with a
December price decline triggered by the Asian currency crisis, resulted in
substantially reduced margins.

Energy Processing contributed $61.4 million in net earnings in 1997, an
increase of $19.8 million from 1996, largely due to higher contributions from
specialty chemicals, power generation and the Canadian gas gathering
businesses.

1997 marks the first year that the International segment has achieved
profitability. Net earnings from this segment rose $11.5 million to $6.3
million, based largely on higher income from the Colombian investments - the
Cusiana oil pipeline, the TransGas natural gas pipeline and CentrOriente.

Overall, TransCanada's 1997 capital spending and investment program
totalled $1.92 billion, up from $1.65 billion in 1996. The major element of
this program includes capital expenditures of $1.4 billion in Energy
Transmission.

TransCanada PipeLines Limited is one of North America's leading
transporters of natural gas through its energy transmission business.
TransCanada also operates complementary businesses in energy marketing and
energy processing in North America, and is extending its operations
internationally.

TRANSCANADA PIPELINES LIMITED
REPORT TO SHAREHOLDERS FOURTH QUARTER DECEMBER 31, 1997


TRANSCANADA PIPELINES LIMITED

HIGHLIGHTS
Three months ended Year ended
December 31 December 31
FINANCIAL (millions of dollars (unaudited)
except per share amounts) 1997 1996 1997 1996
-------------------------------------------------------------------------

Net income applicable to
common shares 100.5 102.0 407.6 385.2
Capital expenditures and
investments 558.5 476.8 1,920.8 1,652.3
Net income per share $0.45 $0.48 $1.85 $1.85
Dividends declared per
common share $0.31 $0.29 $1.18 $1.10

OPERATING STATISTICS (unaudited)
-------------------------------------------------------------------------

Canadian mainline gas
transmission volumes delivered
(billions of cubic feet)
Domestic 339.0 333.2 1,326.7 1,266.9
Export (customers serving
United States markets) 315.0 305.4 1,179.5 1,170.9
------- ------- ------- -------
654.0 638.6 2,506.2 2,437.8
------- ------- ------- -------
------- ------- ------- -------

Natural gas marketing volumes
sold (billions of cubic feet)
Netback 221.8 238.8 916.6 943.4
Non - netback 321.2 195.3 918.4 670.1
------- ------- ------- -------
543.0 434.1 1,835.0 1,613.5
------- ------- ------- -------
------- ------- ------- -------

Petroleum and products
marketing volumes sold
(millions of barrels)
Crude oil 28.0 19.0 110.7 71.1
Refined products 18.7 20.4 80.6 63.5
Natural gas liquids 5.0 5.0 18.0 13.1
------- ------- ------- -------
51.7 44.4 209.3 147.7
------- ------- ------- -------
------- ------- ------- -------
>>

Consolidated Financial Review

TransCanada's 1997 financial performance, particularly in the fourth
quarter, reflects the deterioration in petroleum and products prices and the
costs associated with the ongoing expansion of the energy transmission
business. These factors mask the strong contributions from most of
TransCanada's business operations.

The narrow movement in crude oil prices throughout 1997, and the decline
in crude prices in December, produced poor results in the petroleum and
products marketing and U.S. gas processing businesses. The impact of the
costs related to new business opportunities is seen in the form of start-up
losses associated with Express and project development expenses.

Net income to common shares (net earnings) for the year ended December
31, 1997 was $407.6 million, increasing from $385.2 million in 1996. On a per
share basis, earnings remained unchanged at $1.85. Fourth quarter net
earnings decreased to $100.5 million, or $0.45 per share, in 1997 from $102
million, or $0.48 per share, in 1996.

Energy Transmission

Net earnings from the Energy Transmission segment were $91.9 million and
$333.9 million for the three months and year ended December 31, 1997,
respectively, compared to $86.2 million and $323.6 million for the same
periods last year.

The Canadian Mainline provided net earnings of $257.8 million in 1997,
representing an increase of $7.1 million over the prior year. These solid
results were achieved despite the 58 basis point reduction in the allowed rate
of return on common equity in 1997. Earnings from the growth in rate base
more than offset the effect of the decrease in the allowed rate of return.

TransCanada's proportionate share of net earnings from its North American
pipelines for the three and twelve months ended December 31, 1997 was $24.6
million and $76.1 million, respectively, compared to $22.5 million and $72.9
million in 1996. Operating performance from the Great Lakes System was
strong, resulting in higher short-term firm service revenues and lower
operating expenses, and the United States dollar strengthened relative to the
Canadian dollar. However, the favourable impact of these factors was partially
offset by the costs associated with TransCanada's continued development of new
energy transmission opportunities. Specifically, losses incurred during the
initial period of operations of the Express oil pipeline and the expenses
related to TransCanada's participation in several proposed North American
pipeline projects are captured in this segment.

- Canadian Mainline

In December, the National Energy Board (NEB) approved the Canadian
Mainline's application to construct new facilities in 1998, expected to cost
$824.9 million. The construction will add about 352 million cubic feet (MMcf)
per day of new firm service from Empress, Alberta and 65 MMcf per day of new
short-haul firm service from St. Clair, Ontario. About 83 per cent of the new
capacity is dedicated to export deliveries and the remainder to domestic
markets.

When these facilities are placed into service in November 1998, the
Canadian Mainline will have expanded by more than 900 MMcf per day since
November 1996. Combined with the 1998 expansion on Northern Border,
TransCanada and its affiliates will have increased pipeline capacity out of
western Canada by 1.6 billion cubic feet (Bcf) per day between November 1996
and 1998.

In January 1998, TransCanada announced it intends to file a 1999
facilities application this winter with the NEB that will include a 1.4 Bcf
per day expansion to serve the proposed Viking Voyageur pipeline. The planned
expansion will require construction of pipeline facilities in Saskatchewan and
Manitoba by November 1999 to meet downstream market requirements in the U.S.
Midwest.

- Viking Voyageur

In October, Viking Voyageur, a proposed US$1.2 billion pipeline to
deliver Canadian natural gas to customers in the U.S. Midwest, filed its
application with the U.S. Federal Energy Regulatory Commission (FERC). The
proposed 773-mile pipeline, 40 per cent owned by TransCanada, is designed to
transport an estimated 1.4 Bcf of natural gas per day. Viking Voyageur has
received support from the major gas distribution companies serving Minnesota,
Wisconsin and northern Illinois and, if built, Viking Voyageur will offer
western Canadian gas producers access to markets in the Chicago area.

- Millennium Pipeline

In December, sponsors of the Millennium Pipeline, in which TransCanada
has a 21 per cent interest, filed an application with FERC seeking approval to
construct and operate a natural gas pipeline to supply eastern U.S. markets.
Approximately 425 miles in length, and extending from Port Stanley, Ontario to
Erie, Pennsylvania, the Millennium Pipeline will be designed to transport up
to 700 MMcf per day. The estimated cost of the project is US$650 million.

- Kootenay Pacific Pipeline

ANG Pipeline, owned by TransCanada, announced plans in November for a
natural gas pipeline to be built across southern British Columbia at a cost of
$530 million. If built, the 550 MMcf per day pipeline will provide Alberta
gas producers with direct access to markets in British Columbia and the U.S.
Pacific Northwest.

- TransMaritime Pipeline Project

In December, Trans Qu‚bec & Maritimes (TQM) and TransMaritime Gas
Transmission Ltd., formally withdrew applications before the NEB to transport
Sable Island natural gas in the Maritime provinces.

- Northern Border

In December 1997, Northern Border Pipeline Company, 30 per cent owned by
TransCanada, made significant progress in the construction of its Chicago
expansion. A total of 3,800 feet of pipe was laid under the Mississippi
River. The completion of this river crossing is a key element in meeting the
November 1, 1998 proposed in-service date. The Chicago expansion is designed
to deliver an additional 700 MMcf per day of Canadian natural gas into U.S.
markets.

- TQM Extension

An NEB decision is pending on TQM's application to build a 213-kilometre
pipeline extension from Lachenaie, Qu‚bec to East Hereford, Qu‚bec. If
approved, the extension will serve markets in Qu‚bec and connect with the
proposed Portland Natural Gas Transmission System, serving the U.S. Northeast.

- Express Pipeline System

The pressure reduction imposed by the U.S. Office of Pipeline Safety
(OPS) after a line break in Nebraska on July 2, 1997 remains in effect. The
pressure reduction has lowered throughput by approximately 25,000 barrels per
day. The pressure reduction will extend into 1998 until it is determined,
with OPS, what corrective action is required before operating pressure can be
increased. Refurbishments to the section of the pipeline that runs from
Casper, Wyoming to Wood River, Illinois are virtually complete.

- New Ventures

TransCanada PipeLines Services Ltd. formed a joint venture in October
with Wood Group Gas Turbines of Aberdeen, Scotland to create a new,
independent gas turbine repair and overhaul company. TransCanada Turbines
(TCT) will provide inspection, repair and overhaul services at a new facility
in Calgary which is expected to open in the summer of 1998. Currently, TCT is
the only company in the world authorized by both Rolls-Royce and GE to service
their gas turbines. TCT is expected to create approximately 55 jobs; the two
companies intend to invest a total of $17 million in TCT over the next two
years.

Energy Marketing

Year-to-date net earnings from TransCanada's energy marketing activities
were $7.6 million in 1997 compared to $27.9 million in 1996. Fourth quarter
net earnings decreased $6.8 million compared to the same period last year
resulting in a net loss of $6.7 million.

The Energy Marketing segment contributed mixed results in fiscal 1997.
The natural gas marketing business delivered a strong performance fuelled by
its ability to capture marketing opportunities created by price volatility and
by increased volumes sold during 1997. These positive results were negatively
impacted by the reduction in 1997 earnings and the fourth quarter loss in the
petroleum and products business. This reduction reflects the narrow movement
in petroleum and products prices throughout 1997 and the decline in prices in
the month of December, resulting in substantially reduced margins.

- Natural Gas Marketing

The results from natural gas marketing activities were positive in 1997,
with both volumes and profits higher compared to those in 1996. A number of
new services were introduced and the delivery of existing products was
expanded in current markets.

TransCanada has also introduced a number of initiatives designed to
improve customer satisfaction with the netback pool,
including several price changes to provide above average returns to producers.
During the contract year, the average, blended, long-term and short-term price
exceeded the Alberta monthly spot price by $0.13 per gigajoule.

- Petroleum and Products Marketing

Margins in the crude oil marketing business were low in the fourth
quarter. This, combined with a price decline late in December 1997 triggered
by the Asian currency crisis, resulted in reduced net earnings. Products
marketing in both Canada and the United States was affected by the decline in
the crude oil price, mild winter weather, price discounting by refiners, and,
in anticipation of spring sales, an increase in inventories during a period of
declining prices.

Energy Processing

The Energy Processing segment contributed net earnings of $61.4 million
for the year ended December 31, 1997, an increase of $19.8 million compared to
last year. Fourth quarter net earnings were $12.8 million and $14.6 million
for 1997 and 1996, respectively.

The strong earnings performance in this segment compared to last year is
due to higher contributions from the specialty chemicals, power generation and
Canadian gas gathering and processing businesses. However, the margins in
TransCanada's U.S. gas gathering and processing activities were adversely
impacted by a decline in gas liquids prices and a rise in natural gas prices
during 1997.

- U.S. Gathering & Processing

The rapid rise in natural gas prices in September in the U.S. Gulf Coast
region substantially reduced processing margins in the last four months of the
year. Management of the spread between natural gas and gas liquids prices
improved margins slightly but not enough to offset the negative impact of the
high cost of gas.

- Power Generation

In December, TransCanada announced plans to build an $80 million power
generation plant at Calstock, Ontario. The 33-megawatt plant will be fired
by wood waste and waste heat from an adjacent TransCanada natural gas
compressor station. Once operational, the plant's use of wood waste and waste
heat as an energy source will be both efficient and environmentally positive
since it provides a long-term solution to wood waste disposal problems in the
area. Construction of the plant is scheduled to begin in the summer of 1998,
with service targeted to commence in 2000. The power will be sold exclusively
to Ontario Hydro.

International

Net earnings generated by the International segment increased $11.5
million to $6.3 million for the year ended December 31, 1997 compared to 1996.
Fourth quarter net earnings were $2.3 million in 1997 compared to 1996's net
loss of $2.2 million.

Fiscal 1997 marks the first year that International's results are
profitable. This evidences TransCanada's success in developing its
international business. Higher income from the Colombian investments, the
Cusiana oil pipeline, the TransGas natural gas pipeline and CentrOriente,
account for the 1997 year-to-date and fourth quarter increases when compared
to the same periods last year.

- Mayakan

In December, Energia Mayakan S. de R. L. de C. V., a company owned by
TransCanada, InterGen and Gutsa Construcciones, completed debt financing for a
US$266 million pipeline that will transport natural gas from Ciudad Pemex to
the Yucatan Peninsula in Mexico. A total of approximately US$56 million of
equity is planned to be invested.

TransCanada has a 62.5 per cent interest in the 700-kilometre pipeline,
Mexico's first significant pipeline development to be owned and operated by
the private sector. Construction of the Mayakan pipeline is scheduled to
begin in early 1998, with completion expected in 1999.

Corporate

- Dividends Declared

In December, TransCanada's board of directors declared an increased
quarterly dividend of 31 cents per share for the quarter ended December 31,
1997 on the outstanding common shares. This dividend represents an increase
of seven per cent over the dividend of 29 cents per common share paid in each
of the first, second and third quarters of 1997. It is the 136th consecutive
dividend paid by TransCanada on its common shares, and is payable on January
30, 1998 to shareholders of record at the close of business on December 31,
1997. The board also declared regular dividends on TransCanada's preferred
shares.