Investment Community Presentation. May 2016

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1 Investment Community Presentation May 2016

2 Forward Looking Statements This presentation includes forward-looking statements, which are statements that frequently use words such as "anticipate," "believe, consider, "continue," "could," "estimate, "expect, explore, evaluate, "forecast," "intend," "may," "plan," "position," "projection," "should," "strategy," opportunity, "target," "will" and similar words. Although we believe that such forward-looking statements are reasonable based on currently available information, such statements involve risks, uncertainties and assumptions and are not guarantees of performance. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond the ability of Midcoast Energy Partners, L.P. (the Partnership ) to control or predict. The Partnership s forward-looking statements are subject to risks and uncertainties pertaining to operating performance, regulatory parameters, project approval and support, weather, economic conditions, interest rates and commodity prices, including but not limited to the following specific factors that could cause actual results to differ from those in the forward-looking statements: (1) changes in the demand for or the supply of, forecast data for, and price trends related to natural gas, natural gas liquids and crude oil and the response by natural gas and crude oil producers to changes in any of these factors; (2) the Partnership s ability to successfully complete and finance expansion projects; (3) the effects of competition, in particular, by other pipeline and gathering systems, as well as other processing and treating plants; (4) shut-downs or cutbacks at the Partnership s facilities or refineries, petrochemical plants, utilities or other businesses for which the Partnership transports products or to whom the Partnership sells products; (5) hazards and operating risks that may not be covered fully by insurance; (6) changes in or challenges to the Partnership s rates; (7) changes in laws or regulations to which the Partnership is subject, including compliance with environmental and operational safety regulations that may increase costs of system integrity testing and maintenance; and (8) cost overruns and delays on construction projects resulting from numerous factors. Forward-looking statements regarding drop-down opportunities are further qualified by the fact that Enbridge Energy Partners, L.P. is under no obligation to offer to sell us additional interests in Midcoast Operating, L.P., and we are under no obligation to buy any such additional interests. As a result, we do not know when or if any such additional interests will be purchased. Except to the extent required by law, we assume no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Reference should also be made to the Partnership s filings with the U.S. Securities and Exchange Commission (the SEC ), including its Annual Report on Form 10-K for the year ended December 31, 2015 and any subsequently filed Quarterly Reports on Form 10-Q and current Reports on Form 8-K for additional factors that may affect results. These filings are available to the public over the Internet at the SEC s web site (www.sec.gov) and at the Partnership s web site. In this presentation, unless the context otherwise requires, references to Midcoast, the Partnership, MEP, we, our, us, or like terms refer to Midcoast Energy Partners, L.P. We refer to Enbridge Energy Partners, L.P. as Enbridge Energy Partners, sponsor, or EEP. References to Midcoast Operating or MOLP refer to Midcoast Operating, L.P. 1 midcoastpartners.com

3 Strategically Positioned Asset Base Key Assets Natural Gas Deliveries Gathering and Transportation Pipelines ~2.0 bcf/d 10,900 miles Active Natural Gas Processing Plants 17 Active Natural Gas Treating Plants 5 Texas Express NGL system 35% JV interest Business Segments * ~10% Gathering, Processing & Transportation 90% Logistics & Marketing * 2016e forecasted EBITDA (1) Data compiled from EIA and Potential Gas Committee sources. Total estimated resource includes proven, possible, probable, and speculative volumes. 2 midcoastpartners.com

4 kbpd Bcf/d Midcoast assets well situated to capture demand growth Natural gas demand in the US Southwest expected to increase ~9-13 Bcf/d by 2025 primarily driven by power generation and industrial growth. (1) US Gulf Coast LNG export capacity expected to increase by ~8 Bcf/d by (2) US Gulf Coast LNG Demand New crackers expected to increase ethane demand by ~500 kbpd by (2) 800 US Gulf Coast New Ethane Crackers Anadarko North Texas East Texas Under Construction Planned ~550 kbpd of Gulf Coast LPG and ethane export expansions expected to enter service in (2) 3 midcoastpartners.com (1) Source: INGAA, April 2016 (2) Source Enbridge calculations and company filings.

5 Strategic Priorities for the Business Actions taken to manage through low commodity price environment Focus on core Gathering & Processing business Add new supply and optimize assets Manage costs relative to current operating levels Execute additional efficiency measures Recontract and capture new business Grow fee-based and demand-based revenue Strengthen balance sheet flexibility Reduce capital expenditures & rationalize non-core assets Safety and operational reliability are cornerstones that underpin our business 4 midcoastpartners.com

6 Risk Profile Demand-based revenue growth remains a key strategic priority Demand-based revenue forecasted to increase in 2016 Re-contract and capture new low-risk business Strong counterparty credit risk profile ~90% of exposure with investment grade counterparties Credit requirements and security received mitigate credit exposure 2016e Risk Profile (1) Counterparty Exposure (2) Hedged ~35% Demand- Based ~20% 55% 38% A- or Above (~20 Counterparties) BBB (~25 Counterparties) BB+ or Below (~140 Counterparties) (3) Commodity Sensitive ~5% Other Fee- Based ~40% 7% Disciplined risk management program enhances cash flow certainty (1) Based on forecasted gross margin for GP&T segment for Includes $45 million of equity earnings and cash distributions in excess of earnings attributable to our 35% interest in the Texas Express NGL System. (2) Counterparty credit exposures as of February 29, (3) Non-investment grade exposure spread across ~140 counterparties; collateral received mitigates this credit exposure risk. 5 midcoastpartners.com

7 Effective Risk Management Program Hedging program strengthens cash flow outlook ~$76/bbl 2016 weighted average crude oil hedge price ~$0.64/gal 2016 weighted average composite NGL barrel hedge price (1) > 90% forecasted commodity based gross margin hedged in 2016 ~$174 million of 2016 commodity based cash flows hedged > 40% forecasted commodity based gross margin hedged in 2017 Hedging program supports 2016 cash flows (1) NGL Composite Barrel average hedge price assumes ethane hedged at $0.17/gal. 6 midcoastpartners.com

8 Adjusted O&A Expenses (Net of G&A Abatement) Enhance cash flow outlook + business focus Efficient and Sustainable Cost Structure Established Sustainable cost reductions and asset optimizations Closed on sale of certain non-core assets Closed on agreement with natural gas marketer $120 Operating & Admin Expense Trend (1) Quarterly Average Run Rate $100 $80 $60 $40 $20 $ Avg 2015 Avg 2016 YTD Align cost structure with current activity levels 7 midcoastpartners.com (1) Adjusted Operating & Administrative expenses calculated net of annual $25 million G&A abatement.

9 Strong Sponsors and Management Leveraging Enbridge Inc. & Enbridge Energy Partners, L.P. Enbridge Inc. (ENB) Owner and operator of largest crude oil pipeline system Strong investment grade (BBB+/Baa2) $36 billion equity market capitalization Enbridge Energy Partners, L.P. (EEP) BBB/Baa3 $10.5 billion equity market capitalization ~$26 billion enterprise-wide organic secured capital program underway Support of Strong Sponsors: Financial Support and Risk Management Operational Oversight and Management Major Project Execution and Risk Mitigation Commercial and Investment Review Oversight 8 midcoastpartners.com Note: Standard & Poor s/moody s credit ratings respectively. Market capitalization as of April 29,2016.

10 Demonstrated track record of sponsor support Distribution agreement in place with sponsor to support 1.0x coverage through 2017 (1) EEP to continue to co-invest alongside MEP MEP has begun working with sponsor EEP to explore and evaluate a broad range of strategic alternatives (2) (1) As previously disclosed, distribution agreement in place with sponsor to support 1.0x coverage each quarter with respect to any declared distribution through 2017, and no requirement for MEP to reimburse EEP for adjusted distributions. (2) MEP has begun working with our sponsor, Enbridge Energy Partners, L.P. ( EEP ), to explore and evaluate a broad range of strategic alternatives to address these challenges in our jointly owned gas business, Midcoast Operating, L.P. ( MOLP ). EEP has also indicated that as part of its review, it is considering strategic alternatives with respect to its investment in MOLP and MEP. The various strategic alternatives being evaluated may include, but are not necessarily limited to: asset sales; mergers, joint ventures, reorganizations or recapitalizations; and further reductions in operating and capital expenditures. The evaluation process is in the early stages and is ongoing, and no decision on any particular strategic alternative has yet been reached. In addition, MEP cannot assure that any particular strategic alternative will be pursued or effected. Neither MEP nor EEP intend to disclose further developments with respect to this evaluation process except to the extent that a specific course of action is approved, the process is concluded or it is required by law or otherwise deemed appropriate. 9 midcoastpartners.com

11 Key Takeaways Strategically positioned asset base Well situated to benefit from improving market demand fundamentals Sustainable cost structure established Continue to manage costs relative to producer activity levels and optimize assets Effective risk management program Disciplined hedging and credit risk management program enhance cash flow certainty Demonstrated track record of sponsor support Distribution agreement in place with sponsor to support 1.0x coverage through 2017 (1) (1) As previously disclosed, distribution agreement in place with sponsor to support 1.0x coverage each quarter with respect to any declared distribution through 2017, and no requirement for MEP to reimburse EEP for adjusted distributions. 10 midcoastpartners.com

12 Appendix

13 MEP Organizational Structure Enbridge Inc. (NYSE: ENB) (Baa2 / BBB+) Enbridge Inc. owns ~42% of EEP 2% GP interest (indirect) 38% LP interest (indirect) Enbridge Energy Partners, L.P. (NYSE: EEP) (Baa3 / BBB) 2% GP interest (indirect) 52% LP interest Public Unitholders 48.4% LP interest Midcoast Energy Partners, L.P. (NYSE: MEP) 46% LP interest 0.001% GP interest (indirect) 51.6% LP interest Midcoast Operating, L.P. Midcoast Operating 100% ownership interest Operating Subsidiaries 35% ownership interest Texas Express NGL System Joint Venture Corporate structure as of May 2, midcoastpartners.com

14 Capital Expenditures Forecast 2016 Capital Expenditures Available Under Credit Facility Midcoast Operating, L.P. ($ millions) 2016e Compression Capital 5 Well Connect Expansion Capital 20 Expansion Capital 15 Maintenance Capital 35 Total Midcoast Operating Capital (1) $75 Less: Joint funding from EEP (2) $35 Total MEP Capital Expenditure Forecast $40 $ millions $400 $300 $200 $100 $0 $370.0 $ /31/ /31/2015 Prudently managing capital expenditures: Capital forecast aligned with producer activity levels Preserve financial flexibility Sufficient liquidity to fund base capital expenditures (1) Represents capital expenditure forecast at Midcoast Operating level. Capex to be proportionally funded by EEP and MEP based on ownership interest in Midcoast Operating. (2) Joint funding based on current EEP ownership at 48.4% of Midcoast Operating. 13 midcoastpartners.com

15 Volume History Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q Natural Gas Business - Volumes ('000 MMbtu/d) East Texas 971 1,029 1,063 1,056 1, Anadarko North Texas Total 2,067 2,148 2,173 2,211 2,125 2,036 1,988 1,861 1,816 Natural Gas Processing - Volumes ('000 mcf/d) East Texas Anadarko North Texas Total 1,233 1,283 1,292 1,408 1,441 1,386 1,374 1,302 1,236 NGL Production -Volumes (bpd) Total 80,899 83,480 84,121 86,136 81,046 81,056 85,343 79,064 73, midcoastpartners.com

16 Relative Gross Margin Contribution Securing Cash Flow Certainty Contract Mix by System Creditworthy Counterparties 27% (AA+ / Aaa) (A -/ A2) (BBB+/ Baa1) 56% (A- / Baa2) (A- / A2) (BBB / Baa3) 44% Anadarko System Commodity 73% East Texas System 60% 40% North Texas System Demand / Fee-Based 100% Texas Express NGL System(1) (BBB / Baa2) (BBB / Baa2) (BBB+ / Baa1) Investment grade counterparties ~90% of exposure. Credit requirements and security received mitigate counterparty exposure. 2016e Risk Profile (1) Counterparty Exposure (2) Hedged ~35% Commodity Sensitive ~5% Demand- Based ~20% Other Fee- Based ~40% 55% 7% 38% A- or Above (~20 Counterparties) BBB (~25 Counterparties) BB+ or Below (~140 Counterparties) (3) (1) Based on forecasted gross margin for GP&T segment for Includes $45 million of equity earnings and cash distributions in excess of earnings attributable to our 35% interest in the Texas Express NGL System. (2) Counterparty credit exposures as of February 29, (3) Non-investment grade exposure spread across ~140 counterparties; collateral received mitigates this credit exposure risk. 15 midcoastpartners.com

17 Financial Support from Sponsors Purpose Financial Support Agreement Derivative contracts, natural gas purchasing agreement and NGL purchase agreement support Receivables Sales Agreement Enhance available liquidity Borrower Midcoast Operating, L.P. Sellers are various MEP and EEP subsidiaries Lender(s) Amount Enbridge Energy Partners, L.P. ( EEP ), EEP subsidiary or EEP affiliate Up to $700 million Enbridge, Inc. subsidiary Up to $450 million aggregate monthly maximum Pricing 250 bps annual fee Maturity The earlier of: (1) November 2017; and (2) the date EEP owns less than 20% of Midcoast Operating Security Unsecured Eligible Receivable Discount = 1-month Libor + 30 bps X 70% December 30, 2016 Termination Provision At Midcoast Operating s option Any Seller can terminate with 30-days notice EEP provides annual G&A abatement: $25 million (perpetual) Financial support from sponsors enhances ability to do business 16 midcoastpartners.com

18 Texas Express NGL System Strategic Benefits NGL volumes sourced from Mid-Continent, Rockies and West Texas Enhances MEP competitive position by providing greater access to Mont Belvieu fractionation NGL Mainline System 593-mile, 20-inch NGL pipeline originates from Skellytown, TX to Mont Belvieu NGL hub Initial capacity of ~280,000 Bpd; expandable to ~400,000 Bpd 116 miles of NGL gathering Participation in NGL value chain - secures long-term demand-based cash flows 17 midcoastpartners.com NGL Mainline System: JV with Enterprise Products Partners (35%, operator), Midcoast Operating (35%), Anadarko Petroleum Corporation (20%) and DCP Midstream (10%) NGL Gathering Systems: JV with Enterprise (45%), Midcoast Operating (35%, operator) and Anadarko (20%)

19 East Texas System Strategic Benefits Established foothold in developing Eaglebine play Cotton Valley, Haynesville, and Bossier plays continue to deliver New state-of-the-art Beckville plant well positioned to capture incremental rich gas opportunities Highlights Miles of natural gas gathering and transporting pipelines ~4,000 miles Active processing plants 6 plants (1) Standby processing plants 1 plants (2) Active treating plant Standby treating plant 5 plants 4 plants Fractionation facilities 1 facility Strategically positioned to expand footprint into emerging basins 18 midcoastpartners.com (1) Includes one refrigeration plant. (2) Includes one hydrocarbon dew point facility, or HCDP.

20 Anadarko System Strategic Benefits Access to nearby developing Mississippi Lime play Highlights Miles of natural gas gathering and transporting pipelines ~3,200 miles Active processing plants 5 plants Standby processing plants 7 plants 19 midcoastpartners.com

21 North Texas System Strategic Benefits Well positioned to capture rich gas opportunities in Marble Falls play Established operator; positioned to secure growth opportunities Highlights Miles of natural gas gathering and transporting pipelines Active processing plants Stabilizers Stabilizer capacity ~3,700 miles 6 plants 1 stabilizer 4,000 Bpd 20 midcoastpartners.com

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