Fort Chicago announces 86.6% of Countryside Power Income Fund Units accept Fort Chicago offer and updated 2007 Guidance


    Trading Symbol:  FCE.UN
    Exchange: TSX

    CALGARY, Aug. 10 /CNW/ - Fort Chicago Energy Partners L.P. ("Fort
Chicago") announced that 6770134 Canada Limited (the "Offeror"), a
wholly-owned indirect subsidiary of Fort Chicago, has taken-up and accepted
for payment 18,074,822 trust units ("Units") in the capital of Countryside
Power Income Fund ("Countryside") and US$18,113,000 of 6.25% exchangeable
debentures (the "Debentures") of Countryside Canada Power Inc. ("Countryside
Canada") pursuant to its offer (the "Offer") for all of the outstanding Units
of Countryside and all of the outstanding Debentures of Countryside Canada
Power Inc. dated July 5, 2007. The Offeror will pay for all the taken up Units
and Debentures by August 15, 2007 on the basis of $9.60 in cash per Unit and 
US$1,010 in cash per US$1,000 of Debentures. The 18,074,822 Units tendered to
the Offer represent approximately 86.6% of the outstanding Units of
    The Offeror intends to immediately undertake a subsequent acquisition
transaction to acquire the remaining Units of Countryside on the basis of
$9.60 in cash per Unit. The subsequent acquisition transaction will be
effected by winding-up Countryside and redeeming the remaining Units. The
redemption price of the Units redeemed on the wind-up will be paid by
August 15, 2007. The acquisition of the Units by the Offeror triggers the
right of holders of Debentures to put their Debentures to Countryside Canada
and require Countryside Canada to purchase Debentures that are put on the date
(the "put date") which is 30 days following the date upon which the Debenture
trustee delivers a change of control notice to holders of Debentures.
Countryside Canada will give holders of Debentures who exercise the put right
an election to receive the put price for Debentures that are tendered for
purchase forthwith after the Debentures are tendered (but in any event within
three business days) instead of the put date.
    Fort Chicago also announced that, taking into account the expected
contributions of the Countryside assets, it has increased Fort Chicago's 2007
distributable cash guidance to be in the range of $1.07 per Class A Unit to
$1.18 per Class A Unit, up from its previous 2007 guidance of $1.05 per Class
A Unit to $1.15 per Class A Unit. As a result, Fort Chicago's payout ratio for
the year is now expected to be between 79 percent and 87 percent. Further
details concerning Fort Chicago's 2007 guidance can be found in the "Investor
Information" section of its website at

    About Fort Chicago

    Fort Chicago is a publicly traded limited partnership. Its Class A Units
are listed on the TSX under the symbol FCE.UN and have been assigned a
stability rating by Dominion Bond Rating Service and Standard & Poor's of 
STA-2 (low) and SR-2, respectively. Together with its affiliates, Fort Chicago
presently owns a 50.0% interest in the Alliance Pipeline, an approximate 
42.7% interest in Aux Sable and Alliance Canada Marketing and a 100% interest
in the Alberta Ethane Gathering System ("AEGS"). The Alliance Pipeline is a
3,000 kilometre mainline natural gas pipeline, which extends from northeastern
British Columbia to delivery points near Chicago, Illinois. Aux Sable operates
natural gas liquids extraction, fractionation and delivery facilities near
Chicago. AEGS is a 1,324 kilometre ethane pipeline system, which delivers
ethane feedstock to Alberta's petro-chemical industry.
    Fort Chicago and its businesses are also actively developing a number of
greenfield investment opportunities that will be a key source of future
growth, including LNG and pipeline facilities on the U.S. west coast,
Alberta-based ethane and NGL extraction facilities capable of processing
off-gas produced by Alberta's oil sands upgraders, a co-generation power
facility situated in Ontario and a Nova Scotia-based underground natural gas
storage facility.

                     Class A Unit Ownership Restrictions

    Fort Chicago is organized in accordance with the terms and conditions of
a limited partnership agreement which provides that no Class A Units may be
transferred to, among other things, a person who is a "non-resident" of
Canada, a person in which an interest would be a "tax shelter investment" or a
partnership which is not a "Canadian partnership" for purposes of the Income
Tax Act (Canada).

    Certain information contained herein relating to Fort Chicago and its
businesses constitutes forward-looking information under applicable securities
laws. All statements, other than statements of historical fact, which address
activities, events or developments that we expect or anticipate may or will
occur in the future, are forward-looking information. Forward-looking
information typically contains statements with words such as "may",
"estimate", "anticipate", "believe", "expect", "plan", "intend", "target",
"project", "forecast" or similar words suggesting future outcomes or outlook.
The following discussion is intended to identify certain factors, although not
necessarily all factors, which could cause future outcomes to differ
materially from those set forth in the forward-looking information. The risks
and uncertainties that may affect the operations, performance, development and
results of our businesses include, but are not limited to, the following
factors: the ability of Fort Chicago to successfully implement its strategic
initiatives and achieve expected benefits; the status, credit risk and
continued existence of contracted customers; the availability and price of
energy commodities; fluctuations in foreign exchange and interest rates; the
regulatory environment; competitive factors in the pipeline, NGL and power
industries; and the prevailing economic conditions in North America. The
reader is cautioned that these factors and risks are difficult to predict and
that the assumptions used in the preparation of such information, although
considered reasonably accurate by Fort Chicago at the time of preparation, may
prove to be incorrect or may not occur. Accordingly, readers are cautioned
that the actual results achieved will vary from the information provided
herein and the variations may be material. Readers are also cautioned that the
foregoing list of factors and risks is not exhaustive. Additional information
on these and other risks, uncertainties and factors that could affect Fort
Chicago's operations or financial results are included in our filings with the
securities commissions or similar authorities in each of the provinces of
Canada, as may be updated from time to time. There is no representation by
Fort Chicago that actual results achieved will be the same in whole or in part
as those set out in the forward-looking information. Furthermore, the
forward-looking statements contained herein are made as of the date hereof,
and Fort Chicago does not undertake any obligation to update publicly or to
revise any forward-looking information, whether as a result of new
information, future events or otherwise. Any forward-looking information
contained herein is expressly qualified by this cautionary statement.

    Certain financial information contained in this news release may not be
standard measures under Generally Accepted Accounting Principles ("GAAP") in
Canada and may not be comparable to similar measures presented by other
entities. These measures are considered to be important measures used by the
investment community and should be used to supplement other performance
measures prepared in accordance with GAAP in Canada. For further information
on non-GAAP financial measures used by Fort Chicago see Management's
Discussion and Analysis, in particular, the section entitled "Non-GAAP
Financial Measures" contained in the annual Management Discussion and
Analysis, filed by Fort Chicago with Canadian securities regulators.

For further information:

For further information: Stephen H. White, President and C.E.O.; Hume D.
Kyle, Vice President, Finance and C.F.O.; Fort Chicago Energy Partners L.P.,
Stock Exchange Tower, 2150, 300 Fifth Avenue S.W., Calgary, AB, T2P 3C4,
Phone: (403) 296-0140, Fax: (403) 213-3648,

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