Fort Chicago announces planned move to corporate structure, distribution
policy and monthly cash distribution for November 2009


    Trading Symbol: FCE.UN
    Exchange: TSX

CALGARY, Nov. 4 /CNW/ - Fort Chicago Energy Partners L.P. ("Fort Chicago") announced today that the board of directors of Fort Chicago Energy Management Ltd., the general partner of Fort Chicago (the "General Partner"), has determined that prior to the implementation of the specified investment flow-through ("SIFT") tax on January 1, 2011, Fort Chicago will be restructured from a limited partnership to a taxable Canadian corporation. The planned restructuring will involve the exchange by the holders of Class A limited partnership units of Fort Chicago ("Class A Units") for shares of a corporation. Following the planned transaction, Fort Chicago will no longer be a SIFT and will not be subject to the SIFT tax. Unitholders will have the opportunity to effect the exchange on a tax-deferred basis under Canadian income tax law. Further details of the restructuring transaction will be provided to unitholders during 2010. It is anticipated a special meeting of unitholders to approve the transaction will be held in the fourth quarter of 2010.

The board of directors of the General Partner has also determined that there will be no change in the distribution policy of Fort Chicago through 2010 and following the restructuring, with the current distribution amount of $1.00 per year being maintained in the form of a dividend following the move to a corporate structure, subject to any unforeseen economic, operating or other circumstances. The dividends paid by the new corporation are expected to be eligible dividends which will qualify for the enhanced federal dividend tax credit in Canada. Mr. Stephen White, Fort Chicago's President and Chief Executive Officer stated "We are confident that our long-life, high-quality assets provide Fort Chicago with a strong foundation to support distributions to our unitholders at present levels for the foreseeable future".

The board of directors of the General Partner also declared a cash distribution for November 2009 of $0.0833 per Class A limited partnership unit of Fort Chicago ("Class A Unit"). The distribution will be paid on December 23, 2009 to unitholders of record at the close of business on November 30, 2009.

Of this distribution, $0.0037 per Class A Unit will be considered U.S. source interest income and $0.0186 per Class A Unit will be considered U.S. source dividend income, each of which may be subject to U.S. withholding taxes. The balance of the cash distribution of $0.0610 per Class A Unit will be distributed without any deduction for U.S. withholding taxes. While this distribution is considered to be a return of capital for Canadian income tax purposes, unitholders are allocated a proportionate share of Fort Chicago's taxable income. As a percent of projected cash distributions paid, taxable income allocations are expected to be in the range of 95% to 100% in 2009.

In connection with this distribution, Fort Chicago has determined that, for purposes of the Premium Distribution(TM) and Distribution Reinvestment Plan ("Plan"), $0.0796 per Class A Unit (representing the full amount of the distribution of $0.0833 per Class A Unit less the $0.0037 per Class A Unit considered to be U.S. source interest income), less the amount of any applicable U.S. withholding taxes, is eligible to be reinvested by unitholders, at a 5% discount, in additional Class A Units held for their account under the Plan, or have them delivered to a designated plan broker in exchange for a premium cash payment equal to 102% of the reinvested amount under the Premium Distribution(TM) component of the Plan. Any portion of a cash distribution that is not reinvested under the Plan will be paid in the normal manner.

A registered unitholder who has not previously enrolled in the Plan and wishes to enroll in the Plan for the November 2009 distribution and for future distributions must deliver a completed enrolment form to Computershare Trust Company of Canada, as Plan Agent, at or before 5:00 pm (Toronto time) on Monday, November 23, 2009. Beneficial unitholders who wish to participate or to continue to participate in the Plan should contact their broker, investment dealer, financial institution or other nominee to provide appropriate enrolment instructions and to ensure any deadlines or other requirements that such nominee may impose or be subject to are met.

Fort Chicago

Fort Chicago is a publicly traded limited partnership based in Calgary, Alberta, that owns and operates energy infrastructure assets across North America. Its Class A Units are listed on the TSX under the symbol FCE.UN. Fort Chicago is engaged in three principal businesses: a pipeline transportation business comprised of interests in two pipeline systems, the Alliance Pipeline and the Alberta Ethane Gathering System; an NGL extraction business which includes a significant interest in a world-class extraction facility near Chicago; and a power business with power facilities in Ontario, Colorado and California, district energy systems in Ontario and Prince Edward Island, and waste heat power facilities along the Alliance Pipeline. 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, repowering and expansion opportunities at the California power facilities and Nova Scotia-based underground natural gas storage and pipeline facilities.

                     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 held by or 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).

(TM) denotes trademark of Canaccord Capital Corporation.

SOURCE Veresen Inc.

For further information: For further information: Stephen H. White, President and C.E.O.; Fort Chicago Energy Partners L.P., Livingston Place, Suite 440, 222 - 3rd Avenue S.W., Calgary, AB, T2P 0B4, Phone: (403) 296-0140, Fax: (403) 213-3648,

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Veresen Inc.

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