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FILED ELECTRONICALLY Of Counsel The Right Honourable Pierre Elliott Trudeau, P.C., C.C., C.H., Q.C., FRSC (1984 - 2000) The Right Honourable Jean Chrétien, P.C., C.C., O.M., Q.C. Original by mail The Honourable Donald J. Johnston, P.C., O.C., Q.C. Pierre Marc Johnson, G.O.Q., FRSC The Honourable , C.C. The Honourable René Dussault, O.C., O.Q., FRSC, Ad. E. Peter M. Blaikie, Q.C. André Bureau, O.C.

December 12, 2011

National Energy Board 444 Seventh Avenue S.W , AB T2P 0X8

Your Reference: File OF-Tolls-Group 1-T211-2011-02 01 Our Reference: 003070.0326 Re: Hearing Order RH-003-2011 TransCanada Pipelines Ltd, NOVA Gas Transmission Ltd and Foothills Pipe Lines Ltd (Applicants or TransCanada) Application for Approval of Restructuring and Mainline Final Tolls for 2012 and 2013 (Application) National Energy Board (Board) File OF-Tolls-Group 1-T211-2011-04 01 IGUA Comments on Proposed Cross-Examination Schedule ______

Guy Sarault Dear Ms. Erickson: T 514 846.2317 F 514 921.1317 [email protected] Our client, the Industrial Gas Users Association (IGUA), has instructed us to make the

1250 René-Lévesque Blvd. West following comments with respect to the Cross-Examination Schedule proposed by the Suite 2500 , Québec Board in its letter of October 21, 2011 setting forth its decision on procedural steps and Canada H3B 4Y1 the hearing timetable. heenanblaikie.com Having had the opportunity to review the contents of the letter addressed to the Board by TransCanada’s attorney on November 21, 2011, IGUA shares the conclusion expressed therein to the effect that the most equitable process for the treatment of this important application would be for cross-examination of all TransCanada panels to be completed before any intervenor witnesses are heard, including on the issue of cost of capital which will be dealt with as part of TransCanada’s restructuring proposal.

As indicated by the undersigned at the pre-hearing conference of October 12, 2011, we feel that there are major inconvenients associated with dividing any hearing in distinct phases independent from one another like watertight compartments.

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For example, we believe that it would be impossible for TransCanada’s witnesses who will testify on the overall justification of the proposal not to discuss issues such as the Alberta System Extension or Cost of Capital which, according to the Board’s proposed schedule, should be treated in distinct phases of the hearing. Similarly, we are of the opinion that it would be impossible for all witnesses discussing the impact of TransCanada’s restructuring proposal on its business risk without addressing the specific impact of the Alberta System Extension which, according to the Board’s proposed schedule, should be treated in isolation.

We also agree with TransCanada’s attorney that the treatment of the application as a global package should not prevent sequencing the hearing in such a way as to accommodate Alberta parties with interests limited to or focused on the Alberta System Extension.

Yours very truly,

Heenan Blaikie LLP

Guy Sarault

GS/mg

Cc: Ms. Caroline Shaw – TCPL Mr. Bernard Pelletier – TCPL Ms. Kaleigh Root – TCPL

Mr. Kemm Yates – Blake, Cassels & Graydon LLP

Mr. Murray Newton - IGUA

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