Pembina Announces February 2009 Distribution



    CALGARY, Feb. 13 /CNW/ - Pembina Pipeline Income Fund ("Pembina" or the
"Fund") announces the February 2009 cash distribution to Unitholders of 13
cents per Trust Unit, to be paid March 13, 2009 to Unitholders of record on
February 28, 2009.
    Pembina's established reputation of delivering stable and reliable
distributions to Unitholders is supported by premium energy infrastructure
assets, diversified services, strategic expansions and additions, prudent
financial management, and strong stakeholder relationships.
    As a result of the changes in the way the Canadian government plans to
tax certain flow-through entities, including Pembina, commencing January 1,
2011, Pembina's Board of Directors has determined it is in the best interest
of Unitholders to convert Pembina from an income trust to a corporate entity
in the latter half of 2010. Based on Pembina's internal projections and
certain assumptions (see "Forward-Looking Information and Statements" below),
the Fund expects that the current level of cash distributions ($1.56 per unit
annualized) is sustainable through 2013, after the planned corporate
conversion. This positive outlook is founded on Pembina's attractive business
fundamentals and substantial inventory of growth opportunities, including the
estimated $400 million Nipisi and Mitsue Pipeline projects.
    Financing for the Nipisi and Mitsue Pipeline projects, as well as
Pembina's ongoing capital program, will be sourced from undrawn and additional
credit facilities, cash flow from operations and Pembina's recently reinstated
Premium Distribution, Distribution Reinvestment and Optional Unit Purchase
Plan ("DRIP").
    Since its launch in 2003, Pembina's DRIP has attracted significant
Unitholder interest and raised a total of $228.8 million to December 31, 2008.
The DRIP, which was discontinued as of June 30, 2007, was reinstated effective
October 31, 2008. Participation in the DRIP for the most recently completed
month was 83 million Units or $10.9 million. Pembina expects participation in
the DRIP to remain consistent at that rate through the balance of 2009.
Further details and enrollment forms for the DRIP are available on Pembina's
website located at www.pembina.com under the heading 'Investors'.
    A component of the Fund's cash distributions are taxable in the hands of
the Unitholder, with the remaining portion a return of capital, unless held in
a tax-deferred account. Pembina estimates 75 percent of the 2009 distributions
will be taxable and 25 percent will be a return of capital for Canadian tax
purposes. Pembina's distributions are subject to current domestic tax laws
which require a withholding tax from distribution income to nonresidents of
Canada. Pembina expects that its 2008 tax information will be available at
www.pembina.com and at www.cds.com by mid-February, 2009.
    Pembina expects to release its full year 2008 financial results on or
around March 5th, 2009.

    Pembina Pipeline Income Fund (TSX: PIF.UN, PIF.DB.B) is among the leading
issuers in the Canadian energy infrastructure trust sector. Pembina's
extensive network of conventional liquids feeder pipelines, and growing
presence in the oil sands and midstream sectors, provide an integral service
to the western Canadian energy industry. This balanced portfolio of premium,
long-life energy infrastructure assets supports the stability and
sustainability of the Fund. Information on the Pembina Pipeline Income Fund is
available on the Company's website at www.pembina.com.

    Forward-Looking Information and Statements

    This document contains certain forward-looking statements and information
that are based on the Fund's current expectations, estimates, projections and
assumptions in light of its experience and its perception of historical
trends. In some cases, forward-looking statements and information can be
identified by terminology such as "may", "will", "should", "expects",
"projects", "plans", "proposes", "anticipates", "targets", "believes",
"strives", "intends", "views", "indicates", "estimates", "assumes",
"continues", "maintains", "endeavors", "designs", "objective", "potential",
"analysis", "conditions" "schedule", and similar expressions.
    In particular, this document contains forward-looking statements,
including certain financial outlook, regarding (i) the possible conversion of
Pembina to a corporate form in the latter half of 2010 and the ability of
Pembina to maintain its current level of cash distributions to its equity
holders both prior to and for the foreseeable future after conversion (in the
form of dividends after conversion); and (ii) the proposed construction of the
Mitsue and Nipisi Pipelines and related facilities. These forward-looking
statements are being made by Pembina based on certain assumptions that Pembina
has made in respect thereof as at the date of this document. These assumptions
include, in respect of the possible corporate conversion of Pembina and future
cash distributions or dividends to equity holders, that Pembina's internal
cash flow and tax projections are correct; that Pembina can obtain all
necessary approvals in respect of the corporate conversion; that favourable
growth parameters continue to exist in respect of current and future projects
of Pembina (including in respect of the ability to finance such projects on
favourable terms); that there will be no changes to current tax laws governing
the taxation of SIFT entities and the treatment of distributions from such
entities; that the draft legislation related to the conversion of SIFT
entities into corporations, as introduced on July 14, 2008, will be enacted in
the form proposed; and the continued sustainable results of all three of
Pembina's business segments. In respect of the forward-looking statements made
in relation to the Mitsue and Nipisi Pipelines and related facilities, Pembina
has assumed that the in-service date for the Mitsue and Nipisi Pipelines will
be in mid-2011; that future tolls in respect of such pipelines will be
consistent with internal projections; that counterparties will comply with
contracts in a timely manner; that there are no unforeseen events preventing
the performance of contracts by Pembina; that Pembina is able to obtain
financing on favourable terms in respect of the costs associated with the
Mitsue and Nipisi Pipelines and related facilities; that there are no
unforeseen construction costs related to the Mitsue and Nipisi Pipelines and
related facilities; and that there are no unforeseen material costs relating
to the pipeline systems which are not recoverable from shippers.
    Further, this document contains forward-looking statements and
information with respect to: ongoing utilization and future expansion,
development, growth and performance of the Fund's business and asset base;
future demand for oil sands transportation services; future levels of oil and
natural gas development in proximity to Pembina's pipelines and other assets
(which could be affected by, among other things, possible changes to
applicable royalty and tax regimes); the amount of future liabilities related
to environmental incidents; the availability of coverage under Pembina's
insurance policies (including in respect of Pembina's business interruption
insurance policy); future acquisitions, growth and growth potential in
Pembina's conventional pipelines, oil sands & heavy oil infrastructure and
midstream & marketing operations, potential revenue and cash flow enhancement;
future cash flows; maintenance of operating margins; additional throughput
potential on additional connections and other initiatives on the conventional
system; expected project start-up and construction dates; future
distributions, payout ratios and taxation of distributions; future financing
capability and sources; negative credit rating adjustments; and the expansion
of midstream services.
    These forward-looking statements and information are not guarantees of
future performance and are subject to a number of known and unknown risks and
uncertainties, including, but not limited to: the impact of competitive
entities and pricing; reliance on key industry partners, alliances and
agreements; the strength and operations of the oil and natural gas production
industry and related commodity prices; the continuation or completion of third
party projects; regulatory environment and inability to obtain required
regulatory approvals (including in respect of the Mitsue and Nipisi pipelines
and related facilities); tax laws and treatment; fluctuations in operating
results; lower than anticipated results of operations and accretion from the
Fund's business initiatives; reduced amounts of cash available for
distributions to Unitholders; the ability of Pembina to raise sufficient
capital (or to raise capital on favourable terms) to complete future projects
and satisfy future commitments, including the construction of the Nipisi and
Mitsue Pipelines and related facilities; construction costs of the Mitsue and
Nipisi Pipelines and related facilities, construction delays; labour and
material shortages; and certain other risks detailed from time to time in the
Fund's public disclosure documents. The Fund believes the expectations and
material factors and assumptions reflected in these forward-looking statements
and information are reasonable as of the date hereof, but no assurance can be
given that these expectations, factors and assumptions will prove to be
correct. Undue reliance should not be placed on these forward-looking
statements and information as both known and unknown risks and uncertainties,
including those business risks stated above, may cause actual performance and
financial results in future periods to differ materially from any projections
of future performance or results expressed or implied by such forward-looking
statements and information.
    Accordingly, readers are cautioned that events or circumstances could
cause results to differ materially from those predicted, forecasted or
projected. Such forward-looking statements and information are expressly
qualified by the above statements. The Fund does not undertake any obligation
to publicly update or revise any forward-looking statements or information
contained herein, except as required by applicable laws. Management of the
Fund approved the financial outlook contained herein as of the date of this
press release. The purpose of the financial outlook contained herein is to
give the reader an indication of the potential effects to Unitholders of a
possible conversion of Pembina to corporate form. Readers should be aware that
the information contained in the financial outlook contained herein may not be
appropriate for other purposes.

    %SEDAR: 00008906E




For further information:

For further information: Glenys Hermanutz, Vice President, Corporate
Affairs, Pembina Pipeline Corporation, (403) 231-7500, 1-888-428-3222, e-mail:
investor-relations@pembina.com


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