INDEX APPLICATION INDEX ABBREVIATIONS EXECUTIVE SUMMARY. 1.0 Introduction and Executive Summary

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1 Page 1 of 5 INDEX APPLICATION INDEX ABBREVIATIONS PART A EXECUTIVE SUMMARY 1.0 Introduction and Executive Summary 1.1 The Application 1.2 Background to the Application 1.3 Changes in the Business Environment 1.4 Development of the Restructuring Proposal 1.5 The Restructuring Proposal 1.6 Public Interest 1.7 Just and Reasonable Tolls and 2013 Revenue Requirements 1.9 Conclusion Schedule 1.0 Revenue Requirement 1 Schedule 2.0 Average Rate Base 2 Schedule 3.0 Rate of Return 1 Schedule 4.0 OM&A Costs 2 Schedule 5.0 Proposed Tolls (2012 and 2013) 2 PART B BACKGROUND 2.0 The TransCanada Pipeline Systems 2.1 Introduction 2.2 TransCanada Mainline 2.3 TransCanada Alberta System 2.4 TransCanada Foothills System 3.0 Business Environment 3.1 Introduction 3.2 Western Supply and Demand 1 Illustrative Information. The information will be revised as part of the October Supplement. 2 This information will be provided as part of the October Supplement. Page 1 of 5

2 3.3 Competing Supply and Infrastructure 3.4 Forecast Demand Growth 3.5 Gas Prices and Basis Differentials 3.6 Impacts on Contracting, Throughput and Tolls 3.7 Summary 4.0 Regulatory Standards 4.1 Introduction 4.2 Public Interest Standard 4.3 Regulatory Compact 4.4 Economic Efficiency 4.5 Part IV Requirements 4.6 Cost of Service Toll Methodology 4.7 Fair Return Standard 4.8 Depreciation Principles 4.9 Used and Useful 4.10 Rate Design Principles 4.11 Summary Appendix B1 Maps of the TransCanada Pipeline Systems Business and Services Restructuring and Page 2 of 5 PART C BUSINESS AND SERVICES RESTRUCTURING PROPOSAL 5.0 Depreciation 5.1 Introduction 5.2 Historical Approach to Mainline Depreciation 5.3 Depreciation Proposal 5.4 Impacts of Proposal 5.5 Justification 6.0 Alberta System Extension 6.1 Introduction 6.2 Background of the TransCanada Pipeline Systems 6.3 Commercial Arrangements 6.4 Toll Design and Service Implications 6.5 Changes to Fuel Requirements 6.6 Impacts on Transportation Costs 6.7 Impact on Gas Prices 6.8 Tariff Amendments 6.9 Implementation of the Proposed Extension Page 2 of 5

3 Page 3 of Justification 7.0 Toll Design Proposals 7.1 Introduction 7.2 Elimination of Toll Zones 7.3 Cost Allocation 7.4 TQM TBO Cost Allocation 7.5 Delivery Pressure Tolls 7.6 Toll Design Simplifications 7.7 Adjustment Accounts 7.8 Tariff Amendments 7.9 Implementation of Proposals Attachment 7.1 Mainline Revenue Requirement and Functional Distribution: Comparison of Existing and Proposed Cost Allocation Methodology Attachment 7.2 Rationale for Proposed Cost Allocation Methods 8.0 Mainline Service and Pricing Proposals 8.1 Introduction 8.2 Pricing of Interruptible Transportation, Short Term Firm Transportation and Short Term Short Notice Services 8.3 Elimination of RAM 8.4 Multi-Year Fixed Price Service 8.5 Pricing of Firm Transportation Short Notice Service for 2012 and Elimination of Services 8.7 Tariff Amendments 8.8 Implementation of Proposals 9.0 Impacts of the Restructuring Proposal 9.1 Introduction 9.2 Tolls Impacts of the Restructuring Proposal 9.3 Impacts of the Restructuring Proposal on Throughput Attachment 9.1 Total Transportation Cost Comparison 2012 Illustrative Status Quo vs. Restructuring Proposal Attachment 9.2 Toll Impact of Major Components of the Restructuring Proposal 10.0 Overall Justification for Restructuring Proposal 10.1 Regulatory Context of the Restructuring Proposal Page 3 of 5

4 Page 4 of Impact of the Restructuring Proposal 10.3 The Restructuring Proposal is in the Public Interest 10.4 The Restructuring Proposal Will Result in Just and Reasonable Tolls 10.5 The Status Quo 10.6 Conclusion Appendix C1 Mainline Throughput Study Appendix C2 Canadian Mainline Depreciation Study (Gannett Fleming, Inc.) Appendix C3 Prepared Direct Testimony of Barry E. Sullivan (Brown, Williams, Moorhead & Quinn, Inc) Appendix C4 Direct Evidence of John J. Reed (Concentric Energy Advisors, Inc.) Appendix C5 Written Evidence of Robert W. Fleck (Wood Mackenzie Inc.) Appendix C6 Mainline Tariff Revisions Appendix C7 Alberta System Tariff Revisions PART D FAIR RETURN 11.0 Fair Return for Introduction 11.2 Fair Return Request 11.3 Application of the Fair Return Standard to the Mainline 11.4 Business Risks 11.5 Cost of Debt 11.6 Conclusion Appendix D1 Written Evidence of Paul R. Carpenter (The Brattle Group) Appendix D2 Written Evidence of Aaron M. Engen (BMO Nesbitt Burns) Appendix D3 Written Evidence of A. Lawrence Kolbe (The Brattle Group) Appendix D4 Expert Evidence of Michael J. Vilbert (The Brattle Group) Page 4 of 5

5 Page 5 of 5 Part E: MAINLINE REVENUE REQUIREMENT Revenue Requirement 3 PART F: NEB FILING MANUAL REQUIREMENTS 13.0 NEB Filing Manual Summary Tables 13.1 NEB Filing Manual Chapter 3 Table 13.2 NEB Filing Manual Guide P Table Attachment 13.1 Filing Manual Information not Otherwise Addressed in the Application Revenue Requirement, Rate of Return and Toll Design Explanatories and associated schedules to be filed as part of the October Supplement. Filing Manual Attachments to be filed as part of the October Supplement. Page 5 of 5

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