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Bridger Pipeline North Dakota Governors Pipeline Summit N ORTH D AKOTA G OVERNOR S P I PELI NE S UMMI T B I SMARCK , ND J UNE 1 4 TH , 2 0 1 2 June 14, 2012 Baker 300 1 Bridger Pipeline North Dakota Governors Pipeline


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SLIDE 1

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

N ORTH DAKOTA GOVERNOR’S PI PELI NE SUMMI T BI SMARCK, ND JUNE 1 4 TH, 2 0 1 2

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SLIDE 2

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

  • FOUR BEARS MAINLINE: WHAT IS IT

AND WHAT PROBLEM ARE WE SOLVING?

  • FOUR BEARS GATHERING:

–TRUCKS REQUIRED TO SERVICE WELL –SUNLINE –MIDNIGHT RUN

  • SHAMELESS ADVERTISEMENT

AGENDA & I NTRODUCTI ON

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SLIDE 3

3

Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

  • FOUR BEARS MAINLINE: WHAT IS IT

AND WHAT PROBLEM ARE WE SOLVING?

  • FOUR BEARS GATHERING:

–TRUCKS REQUIRED TO SERVICE WELL –SUNLINE –MIDNIGHT RUN

  • SHAMELESS ADVERTISEMENT

AGENDA & I NTRODUCTI ON

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SLIDE 4

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Four Bears Pipeline

Dunn McKenzie Stark Billings

Fact Sheet

Origin: 13 mi W of New Town Dest.: 12 mi NNE of Belfield

  • 77 M iles of 12” Epoxy

Coated Steel Pipeline Oil Receipt Locations

  • Keene Truck Terminal
  • Killdeer Truck Terminal
  • Gathering Systems

Deliveries

  • Butte Pipe Line at Baker,

M T

  • Bakken Oil Express Rail

Terminal at Dickinson Capacity

  • To Baker: 80,000
  • To BOE: 25,000
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SLIDE 5

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Mountrail Dunn McKenzie Stark Billings Hwy 85 Hwy 22 Hwy 23 Interstate 94

Round Trip: 232 M iles W ithout Four Bears:

Reducing Traffic

  • n M ajor ND

Highways

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SLIDE 6

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Round Trip: 30 M iles W ith Four Bears:

Reducing Traffic on M ajor ND Highways

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

New Four Bears Keene Terminal New Four Bears Killdeer Terminal Existing Fryburg Terminal

Four Bears: Reducing Traffic on Major ND Highways

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SLIDE 8

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

As of Today

Assumptions:

  • Saved Roundtrip M iles for Keane Area

Production: ~ 200 M iles

  • Saved Roundtrip M iles for Killdeer Area

Production: ~108 M iles

  • Barrels Per Truck: 215 barrels
  • No Production included for Fryburg Area

Production. Receipts at 56,500bpd + Fryburg Receipts

  • T
  • day’s Keane Area Receipts: 42,000bpd
  • T
  • day’s Killdeer Area Receipts: 14,500bpd

Deliveries at 56,500bpd

  • T
  • Butte at Baker: 40,500bpd
  • T
  • BOE at Dickinson: 16,000bpd

Over 50,000 Truck M iles Per Day off

  • f Highway 22 and 85

At Full Capacity

Assumptions:

  • Saved Roundtrip M iles for Keane Area Production: ~ 200

M iles

  • Saved Roundtrip M iles for Killdeer Area Production: ~108

M iles

  • Barrels Per Truck: 215 barrels
  • No Production Included for Fryburg Area Production.

Receipts at 95,000bpd + Fryburg Receipts

  • Gathering Systems are built out
  • Expected Keane Area Receipts: 65,000bpd
  • Expected Killdeer Area Receipts: 30,000bpd

Deliveries

  • We complete ex-Baker expansion to Guernsey.
  • We complete “on-ramp” to Keystone XL
  • We complete expansion into BOE Rail Facility

Over 75,000 Truck M iles Per Day off of Highway 22 and 85. Over 25,000,000 Truck M iles Per Year off of Highway 22 and 85.

Reducing Traffic on N.D. Major Highways

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SLIDE 9

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

  • FOUR BEARS MAINLINE: WHAT IS IT

AND WHAT PROBLEM ARE WE SOLVING?

  • FOUR BEARS GATHERING:

–TRUCKS REQUIRED TO SERVICE WELL –SUNLINE –MIDNIGHT RUN

  • SHAMELESS ADVERTISEMENT

AGENDA

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Truck Loads per Well during 1st Year

1% 2% 5% 9% 9% 37%

37%

Fuel Aggregate Rig Components Water Frac Tanks Frac Water

Crude Oil Crude Oil

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SLIDE 11

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Truck Loads per Well over 15 Year Life

1% 1% 2% 4% 4% 16%

72%

Fuel Aggregate Rig Components Water Frac Tanks Frac Water

Crude Oil Crude Oil

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SLIDE 12

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Sunline Gathering Lateral

Facts M iles: 1 M iles Diameter: 4” Connected Spacing Units: 2 Tanker Truck Equivalent Over First 15 Years:

  • 23,000+ Truck Loads No Longer

Required

  • 650,000+ Truck M iles off ND Roads

Loads per day during 1st M onth: 9 Truck Loads per day

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Midnight Run Gathering Lateral

Facts M iles: 24 M iles Diameter: 8”, 6” and 4” Connected Spacing Units: 32 Tanker Truck Equivalent Over First 15 Years:

  • 350,000+ Truck Loads No longer Required
  • 5,500,000 Truck M iles removed from ND Roads

This gathering system will replace an average of 60+ Truck Trips per day

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Finished Right of Way

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

  • FOUR BEARS MAINLINE: WHAT IS IT

AND WHAT PROBLEM ARE WE SOLVING?

  • FOUR BEARS GATHERING:

–TRUCKS REQUIRED TO SERVICE WELL –SUNLINE –MIDNIGHT RUN

  • SHAMELESS ADVERTISEMENT

AGENDA

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SLIDE 16

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Bridger Pipeline • North Dakota Governor’s Pipeline Summit

June 14, 2012 • Baker 300

Got Pipelines?

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Enbridge in the Bakken

North Dakota Governor’s Pipeline Summit J une 14, 2012

Vern Yu Vice President Business Development & Asset M anagement Enbridge Pipelines Inc.

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SLIDE 18

2

Forward Looking Statements

Certain information provided in this presentation constitutes forward-looking

  • statements. The words "anticipate", "expect", "project" and similar expressions

are intended to identify such forward looking statements. Although Enbridge believes that these statements are based on information and assumptions which are current, reasonable and complete, these statements are necessarily subject to a variety of risks and uncertainties pertaining to operating performance, regulatory parameters, economic conditions and commodity

  • prices. Y
  • u can find a discussion of those risks and uncertainties in our SEC
  • filings. While Enbridge makes these forward-looking statements in good faith,

should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary significantly from those expected. Enbridge assumes no obligation to publicly update or revise any forward looking statements made herein or otherwise, whether as a result of new information, future events or otherwise.

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SLIDE 19

3

Enbridge Value Proposition The Sandpiper Pipeline Project will provide:

  • Low cost transportation solution to

market

  • Access to premium markets (Eastern

P ADD II, Eastern Canada & USGC)

  • M aximum producer netbacks
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SLIDE 20

4

Enbridge Pipeline S ystem

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SLIDE 21

5

Recent Enbridge Bakken Initiatives

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SLIDE 22

6

Next M ajor Expansion: Project Sandpiper

Capacity 225 - 325 KBPD Diameter 20” or 24” In Service Date 2015 Commercial Structure 100% “Surcharge” Cost Estimates:

Sandpiper Class V

$1.2 - $1.3 Billion

Lakehead Expansion

$0.9 Billion

Proposed Sandpiper Pipeline - - - - Proposed Mainline Lakehead Expansion - - - -

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Enbridge Advantage Sandpiper Enbridge System

  • Large capacity
  • No commitments required

(100% Surcharge)

  • Extremely competitive
  • Common carrier
  • Access to multiple

premium markets

  • Access to multiple end

markets

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SLIDE 24

8

Enbridge Expanded M arket Access

Norman Wells Zama Edmonton Hardisty Fort McMurray Portland Seattle Casper Montreal Salt Lake City Patoka Toledo Toronto Buffalo Cushing Wood River Houston Superior Chicago Clearbrook Regina Ottawa Sarnia Flanagan

Gulf Coast Access

  • Flanagan South
  • Seaway Reversal
  • Seaway Twinning

Eastern Access

  • New Line 79 (Twins Line 17)
  • Line 6B: Replace Segments
  • Full Line 9 Reversal
  • Southern Access Extension

M ainline Optimization

  • Expand with Horsepower & Tanks

Eastern Access M ainline Optimization USGC Access

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SLIDE 25

9

Conclusion

  • Enbridge continues to make significant investments in

North Dakota

  • Project Sandpiper will allow Bakken shippers to access

premium markets

  • Project Sandpiper is our latest Bakken initiative
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SLIDE 26

PAA Internal Use Only

Governor’s Pipeline Summit James Pinchback

June 2012

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SLIDE 27

PAA Internal Use Only

Belfield Area Map

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SLIDE 28

PAA Internal Use Only

Bakken North Pipeline

n

Bakken North Pipeline Scope

  • A 12 inch, 79 mile crude oil pipeline from Trenton to Raymond Station close to Outlook, M T
  • Initial capacity of 50 M BPD, expandable to 75 M BPD as development progresses
  • Connection to PAA 12 inch Wascana Pipeline at Raymond Station

n

Wascana Pipeline System

  • An existing 12 inch, 100 mile pipeline from Raymond Station to Regina, Saskatchewan
  • Connection to Enbridge Pipeline at Regina, Saskatchewan
  • Crude on Enbridge will flow from Regina to Clearbrook, M N
  • Potential connection to TransCanada’s Keystone Pipeline flowing to Patoka

n

The Bakken North Pipeline system will include the following:

  • Development of a new Trenton station
  • Origination tankage of 80 M B tank
  • Truck and pipeline receipt facilities at the new Trenton Station
  • Opportunity for pipeline/ truck receipts along the northwest route of the line

n

Current Construction Status

  • Pipeline construction started M ay 24, 2012 – expected completion December 2012
  • Tank construction 57% complete – expected completion August 2012
  • All permitting completed
  • RoW 98% complete
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SLIDE 29

PAA Internal Use Only

Manitou Rail Facility

n

The M anitou Rail facility will be a multi-product receipt and deliver facility capable of receiving NGL’s, crude oil and natural gas

n

The NGL Rail Facility will include the following:

  • 8.5 M BD trans-loading capacity
  • Storage for 200 cars
  • Currently in service moving NGL’s

n

The Crude Oil Rail Facility will include the following:

  • Initially 20 M BPD trans-loading capacity – currently in-service moving crude
  • 6 transloaders in operation
  • Expansion to 65 M BPD - double loop track/ unit train capability by November 2012
  • High speed rail loading rack with 14 enclosed spots
  • 2- 150 M B crude oil storage tanks

n

The M anitou Gas Plant will consist of the following:

  • 50-100 M M CFD cryogenic plant with C2 recovery/ reject capability
  • C2 fractionation by year end 2013
  • Low pressure full well stream gathering into facility
  • Condensate stabilization for the rail facility
  • H2S and CO2 treating as required

n

Current Construction Status

  • NGL trans-loading in service
  • Rail facility earthwork 50% complete and tank construction 40% complete
  • Gas processing facility in design phase
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SLIDE 30

PAA Internal Use Only

Nelson to Ross Pipeline

n

Nelson to Ross Pipeline Scope

  • A 10 inch, 16.9 mile crude oil pipeline originating at Nelson and terminating at the PAA M anitou

Rail Facility northwest of Ross, North Dakota.

  • Capacity of the pipeline will be 50 M BPD - displacing current truck delivery service
  • Connection from the 8 inch Robinson Lake Pipeline at Nelson – 65 M BPD Capacity

n

The Nelson to Ross Pipeline system will include the following:

  • One 10 inch launcher, two 8 inch and one 10 inch motor operated valves at Nelson
  • One 10 inch receiver at the Ross Terminal
  • One motor operated 10 inch mainline block valve and one 10 inch mainline check valve
  • Opportunity for truck unload at Nelson or additional pipeline connections to the Robinson Lake

Pipeline

n

Current Construction Status

  • North Dakota Siting permit approved
  • Pipeline construction to start June 25, 2012 - In service projection – November 2012
  • RoW agreements nearing completion
  • Line pipe ready for site delivery
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SLIDE 31

GATHERING AN D PROCESSING IN THE BAKKEN

North Dakota Governor’s Pipeline Summit

J une 14, 2012

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SLIDE 32

2

Saddle Butte Pipeline

  • Privately held midstream company
  • Providing crude oil, gas and produced water gathering solutions
  • Comprised of Saddle Butte Gathering and High Prairie Pipeline
  • Experienced organization
  • Create an operationally focused business model that provides “ producer friendly wellhead

to market” midstream services

  • Senior management team averages 25+ years of industry experience
  • High quality construction, engineering and operations staff
  • Seasoned commercial group with proven success
  • Locations
  • Business offices in Durango, Denver and Houston
  • North Dakota field offices near Johnsons Corner and Watford City
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SLIDE 33

3

Saddle Butte Gathering

  • Formed in 2009 to develop gathering and processing in the Bakken
  • Initial focus was on the Fort Berthold Reservation
  • As activity grew in M cKenzie County, expanded system to the west
  • Current assets include:
  • Little M issouri Processing Plant (near Watford City) – 25 M M cf/ d

§ 25 M M cf/ d expansion underway

  • Crude oil terminals at Alexander and Johnsons Corner

§ Deliveries into Enbridge and Four Bears (Bridger)

  • Rail connections under development
  • Since September 2010, SBP has constructed ~250 miles of crude oil and gas pipelines
  • Pipeline gathering provides significant benefits through:
  • Increased revenue to the state, mineral owners and producers by providing more reliable

and cost effective transportation solutions

  • Increased road safety and less traffic through elimination of

hundreds of truck trips per day

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SLIDE 34

4

Saddle Butte Pipeline - Gathering

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SLIDE 35

5

High Prairie Pipeline

  • High Prairie Pipeline was created to provide constrained Bakken

production with a new, efficient and reliable transportation solution

  • ut of the basin
  • ~450-mile, 16-inch system
  • Originates near Alexander, ND and terminates near Clearbrook, M N
  • Includes two lateral pipelines and strategic interconnects:

§ A 17 mile lateral originating at Johnsons Corner § An 8 mile lateral originating near Robinson Lake, in M ountrail County § Truck stations at Alexander, Johnsons Corner and East New Town

  • The project also includes the following facilities:
  • ~500k bbl of operational storage
  • A rail loading terminal near Clearbrook (initial capacity of 120k bbls/ d)
  • Development of significant long-term storage facilities near Clearbrook
  • Establishment of a backhaul service
  • The new pipeline will increase crude oil take-away capacity by 150k bbls/ d
  • An anticipated in-service date of 4Q - 2013, subject to regulatory approvals
  • Completed open season on April 5, 2012

§ Finalizing terms and conditions with prospective shippers

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SLIDE 36

6

High Prairie Pipeline

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SLIDE 37

7

Thank You!

David A. Lytle SVP Business Development DLytle@sbpipeline.com (713) 677-0446

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SLIDE 38

Responsible Oil Pipeline Developm ent

North Dakota Pipeline Summit

June 14, 2012 Alex Pourbaix President, Energy & Oil Pipelines TransCanada Corporation

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SLIDE 39

2

Forw ard-Looking I nform ation

This presentation m ay contain certain inform ation that is forw ard looking and is subject to im portant risks and

  • uncertainties. The w ords "anticipate", "expect", "believe", "m ay", "should", "estim ate", "project", "outlook",

"forecast" or other sim ilar w ords are used to identify such forw ard-looking inform ation. Forw ard-looking statem ents in this presentation are intended to provide TransCanada security holders and potential investors w ith inform ation regarding TransCanada and its subsidiaries, including m anagem ent’s assessm ent of TransCanada’s and its subsidiaries’ future financial and operational plans and outlook. Forw ard-looking statem ents in this presentation m ay include, am ong others, statem ents regarding the anticipated business prospects, and financial perform ance of TransCanada and its subsidiaries, expectations or projections about the future, strategies and goals for grow th and expansion, expected and future cash flow s, costs, schedules ( including anticipated construction and com pletion dates) , operating and financial results, and expected im pact of future com m itm ents and contingent liabilities. All forw ard-looking statem ents reflect TransCanada's beliefs and assum ptions based on inform ation available at the tim e the statem ents w ere m ade. Actual results or events m ay differ from those predicted in these forw ard-looking statem ents. Factors that could cause actual results or events to differ m aterially from current expectations include, am ong others, the ability of TransCanada to successfully im plem ent its strategic initiatives and w hether such strategic initiatives w ill yield the expected benefits, the operating perform ance of the Com pany's pipeline and energy assets, the availability and price of energy com m odities, capacity paym ents, regulatory processes and decisions, changes in environm ental and other law s and regulations, com petitive factors in the pipeline and energy sectors, construction and com pletion of capital projects, labour, equipm ent and m aterial costs, access to capital m arkets, interest and currency exchange rates, technological developm ents and econom ic conditions in North Am erica. By its nature, forw ard-looking inform ation is subject to various risks and uncertainties, w hich could cause TransCanada's actual results and experience to differ m aterially from the anticipated results or expectations expressed. Additional inform ation on these and other factors is available in the reports filed by TransCanada w ith Canadian securities regulators and w ith the U.S. Securities and Exchange Com m ission ( SEC) . Readers are cautioned not to place undue reliance on this forw ard-looking inform ation, w hich is given as of the date it is expressed in this presentation or otherw ise, and not to use future-

  • riented inform ation or financial outlooks for anything other than their intended purpose. TransCanada undertakes

no obligation to update publicly or revise any forw ard-looking inform ation, w hether as a result of new inform ation, future events or otherw ise, except as required by law .

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SLIDE 40

3

Keystone Context:

North Am erican Refined Products Consum ption

Sources: EI A Annual Energy Outlook 2 0 1 1 ( Dec 2 0 1 0 ) EI A I nternational Energy Outlook 2 0 1 1 ( Sept 2 0 1 1 ) – Canada Dem and EI A I nternational Energy Outlook 2 0 1 0 ( July 2 0 1 0 ) – Mexico Dem and

US Motor Gasoline US Distillate Fuel Oil US Jet Fuel US LPG US Other

Canada Mexico*

5 10 15 20 25 30 2010 2015 2020 2025 2030

MMb/d

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SLIDE 41

4

  • US$ 1 4 billion, including expansion

projects

  • 1 .4 m illion Bbl/ d ultim ate capacity
  • More than 1 .1 m illion Bbl/ d

contracted for an average term of 1 7 years

0 .0 0 .5 1 .0 1 .5 2 .0 2 .5 3 .0 3 .5 4 .0 4 .5 5 .0 5 .5 6 .0 2 0 0 5 2 0 1 0 2 0 1 5 2 0 2 0

W CSB Bitum en Blend W CSB Upgraded Light W CSB Conventional Light

History Forecast

W CSB Conventional Heavy Bakken

MMBbl/ d

W CSB and Bakken Crude Oil Supply Outlook

Keystone Oil Pipeline

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SLIDE 42

5

Gulf Coast Project

  • US$ 2 .3 billion; US$ 0 .8 billion

invested to date

  • Cushing, OK to Port Arthur

and Houston, TX

  • I nitial capacity of up to

7 0 0 ,0 0 0 Bbl/ d; ultim ate capacity of 8 3 0 ,0 0 0 Bbl/ d

  • Principal regulatory approvals

required are Clean W ater Act Section 4 0 4 Perm its from the Arm y Corps of Engineers

  • Pipeline construction to begin

sum m er 2 0 1 2

  • Transportation service

expected to begin in m id to late 2 0 1 3

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SLIDE 43

6

Keystone XL

  • US$ 5 .3 billion; US$ 1 .5 billion

invested to date

  • Hardisty, AB to Steele City, NE
  • 8 3 0 ,0 0 0 Bbl/ d of capacity
  • More than 5 0 0 ,0 0 0 Bbl/ d

contracted for an average term of 1 8 years

  • Nebraska re-route around the

Sandhills w ell underw ay

  • Presidential Perm it application

subm itted May 4 , 2 0 1 2

  • Transportation service

expected to begin in late 2 0 1 4 / early 2 0 1 5

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SLIDE 44

7

Keystone I nitiatives

Bakken Marketlink Project

  • Com petitive alternative to

m ove Bakken crude directly to m ajor m arkets

  • Receipt capacity 1 0 0 ,0 0 0 B/ d
  • Open season concluded,

contracts for 6 5 ,0 0 0 Bbl/ d

  • Project proceeding, in-

service expected to align w ith KXL project late 2 0 1 4 / early 2 0 1 5

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SLIDE 45

8

Keystone - Sum m ary

  • US$ 1 4 billion investm ent
  • Provides significant platform

for long-term grow th

  • Future grow th to com e from :
  • Oil sands growth
  • U.S. shale oil growth
  • Connecting to new markets
  • South
  • East
  • West
  • Other transportation services
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SLIDE 46

9

Pipelines are the Safest Mode

  • f Transportation

Accident Rate Per Million Ton Miles of Freight in the US

0.2 0.4 0.6 0.8 1 1.2

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 Accident Rate Per 1 0 0 Million Ton-Miles of Freight

Railroad Ships Pipeline

Source: US Bureau of Transportation Statistics

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SLIDE 47

1 0

Pipeline Safety is I m proving

200 400 600 800 '01 '03 '05 '07 '09

0.0 0.5 1.0 1.5 2.0 2.5 '01 '03 '05 '07 '09

Number of Spills per 1,000 Miles* Barrels Released per 1,000 Miles*

Source: Association of Oil Pipelines

*3-Year Averages Ending in Year Shown

5 9 % reduction 4 1 % reduction

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SLIDE 48

Keystone XL w ill be the Safest Pipeline Ever Built in Am erica

  • Keystone opponents have been m is-leading the Am erican public on

the safety risks of oil pipelines

  • I m provem ents in pipeline technology and safety go unnoticed
  • Keystone XL w ill be the safest pipeline ever built in the U.S.
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SLIDE 49

1 2

Supporting Landow ner’s Land Use

  • TransCanada pays landow ners

to access their land, but does not buy the land

  • Construction usually lasts about
  • ne season
  • Normal farming and cultivation

practices are not impacted following construction

  • Em inent Dom ain allow s

infrastructure to be built in support of the public interest

  • W hile TransCanada has an

excellent track record of lim iting its use of the em inent dom ain process com pared to industry, there w ill alw ays be opposition to developm ent to som e extent

  • I t m ust be a fair yet predictable

and efficient process

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SLIDE 50

1 3

Respect for Landow ners

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SLIDE 51

Responsible Oil Pipeline Developm ent

North Dakota Pipeline Summit

June 14, 2012 Alex Pourbaix President, Energy & Oil Pipelines TransCanada Corporation

slide-52
SLIDE 52

Governor Jack Dalrymple:

North Dakota Pipeline Summit

Mike McGonagill,

  • Sr. Vice President & Chief Operating Officer

Bismarck, North Dakota June 14, 2012

slide-53
SLIDE 53

The Alliance Pipeline System

Slide 2

Taylor

Mainline Compressor Stations Lateral Compressor Stations Area Offices Head Offices

  • 11+ years of incident free operations
  • 2,300 miles of 36” and 42” pipe
  • Shipping high energy natural gas to the US

Midwest

  • Transports 1.6 bcf/d of natural gas
  • Transports 14% of natural gas imported to the

United States from Canada*

  • 2% of U.S. natural gas consumption*

*Source: EIA.gov

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SLIDE 54

Bakken Energy Development

3

slide-55
SLIDE 55

Proposed Tioga Lateral Pipeline

  • Proposed construction of 80-mile lateral pipeline from Tioga to

Alliance mainline near Sherwood

  • Initial contracted capacity of 61.5 MMcf/d of natural gas, easily

expandable to 110-140 MMcf/d

  • Enable transport of “trapped” ND natural gas to market
  • Reduce natural gas flaring and venting

4

Proposed Tioga Lateral

  • 80 miles of 12” pipeline
  • 1 compressor station
  • 1 measurement station
slide-56
SLIDE 56

A FERC Regulated Project

  • Applied to the Federal Energy Regulatory Commission in

January 2012

  • FERC process ensures rigorous, consultative standards:

§ Environmental review, agency consultation, and public input facilitate effective proposed route development

  • Potential regulatory approval – Fall 2012, construction

start – Q4 2012, potential in-service – mid 2013

5

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SLIDE 57

Alliance’s Implicit Promise

  • Our Commitment to Safety:

§ Designed & constructed to rigorous standards § Operated & inspected to ensure ongoing pipeline integrity

  • Our Commitment to the Community:

§ $14 million donated to community causes since start-up § $275,000 donated to ND Future Farmers of America

  • Our Commitment to Landowners:

§ We recognize and work to mitigate impacts that pipelines have on land and people § We work in partnership with landowners to establish long term relationships

6

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SLIDE 58

Alliance’s Commitment to the Land

  • We work with landowners to steward the land through

reclamation to protect it for their future generations

  • Our pipeline traverses highly productive agricultural land and our

reclamation efforts have been very successful

  • Our standards will apply to the Tioga Lateral Project

7

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SLIDE 59

Alliance’s Commitment to the Land – Voluntary Efforts

  • Voluntary funding of conservation easements

to mitigate construction impacts

  • Developing a native prairie reclamation

study with NDSU to test and assess reclamation methods

  • Multi-year initiative to include:

§ Literature review § Effectiveness of different seed mixes and applications § Success rates of different plant species § Potential evaluation of soil microfauna recovery after construction disturbance

  • Study will improve knowledge and ability to manage impacts of

energy industry activity

8

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SLIDE 60

Alliance’s Commitment to North Dakota

9

slide-61
SLIDE 61

Alliance’s Commitment

  • Alliance is a committed, long term player in North Dakota
  • Tioga project will benefit the State, environmentally and

economically

  • Commitment to the Implicit Promise

§ Safety § Land § Community

10

slide-62
SLIDE 62

www.alliancepipeline.com

slide-63
SLIDE 63

Governor’s Pipeline Summit

Bismarck, ND | June 14, 2012

slide-64
SLIDE 64

Mick Urban

Government Relations – Western States ONEOK & ONEOK Partners

slide-65
SLIDE 65

ONEOK, Inc.

  • FORTUNE 200 company
  • 4,800 employees
  • Headquarters - Tulsa, OK
  • Three natural gas

distribution companies

– More than 2 million customers – Oklahoma, Kansas and Texas

  • Energy services company
  • Sole general partner and

43.4% owner of ONEOK Partners A Premier Energy Company

ONEOK Natural Gas Distribution ONEOK Energy Services Leased Pipeline Capacity Leased Storage Capacity ONEOK Partners General Partner 43.4% ownership

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SLIDE 66

ONEOK Partners

  • MLP engaged in natural gas

gathering, processing, pipelines and NGLs.

  • Owns and operates assets in

midstream natural gas and natural gas liquids businesses

  • $8.9 billion in total assets
  • $4.7 billion to $5.6 billion in

growth projects announced Asset Overview

Natural Gas Gathering & Processing Natural Gas Pipelines Natural Gas Liquids Gathering Pipelines Natural Gas Liquids Distribution Pipelines

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SLIDE 67

Bakken growth projects

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SLIDE 68

Lack of Infrastructure

Why these growth projects are needed.

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SLIDE 69

Natural Gas Processing

Raw Natural Gas Processing Plant Methane and Ethane “Y” Grade Natural Gas Liquids Natural Gasoline Butane Propane Consumer Quality Natural Gas

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SLIDE 70

Growth Projects

  • Gathering and Processing

– $1.1 to $1.2 billion – Construct 3 processing plants § Garden Creek § Stateline I § Stateline II – Divide County Gathering System – Well-connects, upgrades and expansions

Bakken Shale

Bakken NGL Pipeline Stateline I and II Plants Grasslands Plant Divide County Natural Gas Gathering System Natural Gas Gathering Pipelines Garden Creek Plant Project Areas Shale Plays

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SLIDE 71

USGS Undiscovered Recoverable Reserves Estimate for Bakken Shale:

  • 1. NW Expulsion

868 MMBO

  • 2. Central Basin

485 MMBO

  • 3. Elm Coulee/Billings

410 MMBO

  • 4. Nesson/Little Knife

909 MMBO

  • 5. Eastern Expulsion

973 MMBO 3.65 BBO 1.85 Tcf gas (does not include Three Forks Reserves)

North Dakota Montana 1 2 3 4 5

Bakken Shale

ONEOK Rockies Midstream Gathering System Overlay

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SLIDE 72

Page | 10

Garden Creek Construction

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SLIDE 73

Page | 11

Garden Creek Construction

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SLIDE 74

Page | 12

Garden Creek Construction

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SLIDE 75

Page | 13

Garden Creek Construction

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SLIDE 76

Page | 14

Garden Creek Grand Opening!

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SLIDE 77

Page | 15

Stateline I and II Plants

Operational by 3rd qtr 2012 and 1st half of 2013, respectively

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SLIDE 78

Page | 16

Stateline I and II Plants

Operational by 3rd qtr 2012 and 1st half of 2013, respectively

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SLIDE 79

Page | 17

Stateline I and II Plants

Operational by 3rd qtr 2012 and 1st half of 2013, respectively

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SLIDE 80

Page | 18

Stateline I and II Plants

Operational by 3rd qtr 2012 and 1st half of 2013, respectively

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SLIDE 81

Growth Projects

  • Natural Gas Liquids

– $595 to $730 million § Bakken NGL Pipeline § Riverview Rail Facility § Overland Pass Pipeline Expansion § Bushton fractionation expansion

Overland Pass Pipeline Bakken NGL Pipeline Bushton Fractionator Expansion Stateline I and II Plants Grasslands Plant Divide County Natural Gas Gathering System Garden Creek Plant Project Areas Shale Plays Natural Gas Gathering Pipelines

Niobrara Shale Bakken Shale Niobrara Shale

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SLIDE 82

Bakken Pipeline

  • Approximately 525-mile, 12”

diameter NGL pipeline

– Capacity to transport 60,000 barrels per day of raw, unfractionated NGLs § Expandable to 110,000 barrels with additional pump stations – $450 to $550 million

  • Construction is underway
  • Completed in first half of

2013 NGL Pipeline detail

Overland Pass Pipeline Expansion (50% interest) Bakken Pipeline Bushton Fractionator Expansion

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SLIDE 83

Page | 21

Riverview Rail Terminal

Expansion In-Service December 2011

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SLIDE 84

Recent announcement.

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SLIDE 85

Bakken Express Crude Pipeline

  • Crude Oil pipeline

– $1.5 to $1.8 billion

– 1,300-mile crude oil pipeline – Initial capacity of 200,000 barrels/day § Transport light-sweet crude oil from Bakken Shale to Cushing, Okla. – Construction to begin in late 2013 or early 2014 – Expected to be completed by early 2015 – Open season to be held late summer/early fall 2012

Bakken Crude Express Pipeline Overland Pass Pipeline Expansion (50% interest) Bakken NGL Pipeline North Line 5 NGL Pipeline

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SLIDE 86

Total Bakken-related Investment

  • Gathering and Processing

– $1.5 to $1.8 billion

  • Natural Gas Liquids

– $595-$730 million

  • Crude Oil Pipeline

– $1.5 to $1.8 billion

Total of $3.2 to $3.7 billion.

Overland Pass Pipeline Bakken NGL Pipeline Bushton Fractionator Expansion Stateline I and II Plants Grasslands Plant Divide County Natural Gas Gathering System Garden Creek Plant Project Areas Shale Plays Natural Gas Gathering Pipelines

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SLIDE 87

Thank you.

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SLIDE 88

2012 LEADERSHIP CONFERENCE

ONE COMPANY – ONE DIRECTION

Barry Haugen

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SLIDE 89

Pipeline Operations Engaged in gathering, storage, transportation and energy services activities.

  • Regulated operations

– Over 3,700 miles of pipeline – 860 MMcf/day system capability – 11 interconnecting points – 3 storage fields

  • Non-regulated operations

– Over 1,900 miles of pipeline – Producer/energy services

  • Cathodic protection
  • Natural gas marketing for
  • ur own production
  • Extensive natural gas transportation

system in Bakken Play

  • Largest storage field in North America

Started in the pipeline business in the late 1920’s in Montana and North Dakota.

Now:

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SLIDE 90

2011 Project

Garden Creek Project – completed Oct. 2011 §Constructed 12 miles of 12-inch pipeline to connect ONEOK natural gas processing plant to Northern Border §Near Watford City in western N.D.

Pipeline Operations

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SLIDE 91

2011 Project

Baker storage enhancement – completed Nov. 2011 §Drilled more wells and added more horsepower at two existing compressor stations to enhance the ability to move natural gas in and out of storage

Pipeline Operations

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SLIDE 92

2011 Project

Baker storage enhancement – completed Nov. 2011 §Increases firm deliverability by 30 percent by adding 35 MMcf/d to existing firm storage deliverability volumes of 115 MMcf/d

Pipeline Operations

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SLIDE 93

2011 Project

Charbonneau expansion – completed Sept. 2011 §Added more horsepower at the existing Charbonneau Compressor Station in northwestern N.D.

Pipeline Operations

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SLIDE 94

Doubled

Bakken takeaway capacity in 2011 §Looking to double it again in 2012

Pipeline Operations

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SLIDE 95

2012 Project

Stateline Pipeline – in-service June 2012

– 12 miles of 16-inch pipeline – Connects ONEOK’s natural gas processing plant to Northern Border

Pipeline Operations

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SLIDE 96

Pipeline Operations

2012 Project Bakken Expansion

§Further piping work at Charbonneau station to increase capacity to meet increasing demands from Bakken-related residential and commercial growth

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SLIDE 97

2012 Project: Midstream Assets Expand

§Purchased interest in Whiting’s midstream assets near Belfield, ND

– Assets include: §Gas processing plant §Gas gathering system §Gas residue line §Oil gathering system §Oil storage terminal §Oil pipeline

Pipeline Operations

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SLIDE 98

2012 Project: Diesel Topping Plant

§Partner with experienced company to build new facility

– Calumet Refining, LLC – Process Bakken crude § Diesel fuel (market locally) § Naptha (rail) § Heavier crude (rail to refinery)

– 20,000 barrel/day inlet – Study ongoing

§ Site selection (power, gas, rail and oil supply) § Plant design § Permitting

Pipeline Operations

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SLIDE 99

Exciting Future

§Maximize and expand transmission and midstream business lines and products/services in the Bakken.

Pipeline Operations

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SLIDE 100

North Dakota Governor’s Pipeline Summit

Niles Hushka, PE, CEO Kadrmas, Lee & Jackson

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SLIDE 101

Pipeline Value

§ Environment

§ Safest method to handle product

§ Producer

§ Reliability

§ M ineral Owner

§ M ore money to local economy

§ Local Impact

§ Less traffic = less disruption

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SLIDE 102

Pipeline Value – Local Impact

§ A 6-inch pipeline can move more than 12,000

barrels/ day, removing approximately 70 trucks from the road/ day.

Bloomberg

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SLIDE 103

2011 Permitted Pipelines

§ PSC Jurisdictional Pipeline

YEAR NEW PIPELINE SITING PERM ITS PIPELINE M ILEAGE 2007 3 88 2008 4 140 2009 3 101 2010 9 359 2011 8 202 2012 (YTD) 3 59

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SLIDE 104

Existing and New Pipelines

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SLIDE 105

Positive Pipeline Opportunities

§ Safety:

§ Built to historically safe standards and code

§ API, ASM E

§ Low profile, limited visibility § Functional in all weather conditions § Decreased truck traffic = less accidents § Decreased damage to roads = safer vehicles § Less opportunity for spills

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SLIDE 106

Addressing Landowners

Always address concerns upfront: § Depreciation of land values § Perceived impact to personal privacy and access § Loss of property rights § Aesthetic impacts § Compensation § Location

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SLIDE 107

Landowner Conversations

§ Impact to view and surrounding aesthetic

§ Improper restoration

§ Weeds § Native species will not grow § Berms, subsidence

§ Permanent pipeline scars

§ Compensation

§ Negotiations

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SLIDE 108

Utility Corridor Concept

§ Clients are obtaining enough space to house:

§ Crude oil § Emulsion (crude/ water) § Sales gas § Fuel gas (back to pad) § Production water § Fresh water (in some cases) § Communications (copper/ fiber optic)

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SLIDE 109

Utility Corridor

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SLIDE 110

M ature Pipeline Density

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SLIDE 111

Past Installation M ethods

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SLIDE 112

Results of Past M ethods

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SLIDE 113

Current Installation M ethods

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SLIDE 114

Results of Current M ethods

Enbridge Alberta Clipper

Courtesy of Wenck Associates, Inc.

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SLIDE 115

North Dakota Governor’s Pipeline Summit

Niles Hushka, PE, CEO Kadrmas, Lee & Jackson