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Enbridge Acquires Interest in Major Venezuelan Crude Oil Storage and Ship Loading Terminal

January 5, 1999

CALGARY, ALBERTA--(January 5, 1999) Enbridge Inc. today announced that it has negotiated the acquisition of the Jose Crude Oil Storage and Ship Loading Terminal in Venezuela from PDVSA Petroleos y Gas, S.A., a subsidiary of PDVSA, the Venezuelan state oil company. The project will entail the acquisition and operation of existing, recently completed onshore and offshore terminaling facilities.

Enbridge will participate in the US$385 million acquisition with a 45 percent equity interest together with partners Williams International Inc. (45 percent) and Northville Industries Corp. (10 percent). This strong partnership brings together a wealth of experience in pipelines, terminaling and marine operations.

"Acquisition of a partnership interest in the Jose Terminal is a significant achievement, and an example of Enbridge's international strategy of pursuing high-quality, export-driven liquid hydrocarbon transportation and storage projects," said Brian F. MacNeill, President and Chief Executive Officer of Enbridge Inc. "With volumes beginning to flow in 1999 under committed throughput agreements, we expect earnings to ramp up significantly over time. In addition we see opportunities to expand the terminal, pursue business opportunities within the Jose Industrial Complex, and seek ownership and operatorship of existing and future crude oil facilities serving the complex."

The Jose Terminal is located within the Jose Industrial Complex, a large petroleum and petrochemical complex that is home to many of the recent joint venture projects that PDVSA-PG has entered into with private investors. The terminal will handle crude oil from eastern Venezuelan fields for loading onto tankers for export, and will have initial throughput capacity of approximately 800,000 barrels per day. It is a critical link in Venezuela's crude oil infrastructure, and much of the current and future additional crude oil production in eastern Venezuela will flow through the Jose Terminal. Venezuela is the largest crude oil exporter in the Western Hemisphere, and PDVSA is the largest exporter of crude oil to the U.S.

Enbridge has an active international development office in Caracas, Venezuela, and the Jose Terminal is the company's second strategic investment in South America. Enbridge has a 17.5 percent interest in, and is joint operator of, the successful Cusiana-to-Covenas crude oil pipeline and ship loading terminal in Colombia.

Enbridge Inc., formerly known as IPL Energy Inc., is a leader in energy transportation, distribution and services. As a transporter of energy, Enbridge operates, in Canada and the U.S., the world's longest crude oil and liquids pipeline system. The company also is involved in liquids marketing and international energy projects, and has a growing involvement in natural gas transmission. As a distributor of energy, Enbridge owns and operates Canada's largest natural gas distribution company, which provides gas and retail services in Ontario, Quebec and New York State; and is involved in the generation and distribution of electricity. In addition, Enbridge provides retail energy products and services to a growing number of Canadian and U.S. markets. The company employs more than 5,000 people, primarily in Canada, the U.S. and South America. Enbridge common shares trade on the Toronto and Montreal stock exchanges in Canada under the symbol "ENB" and on The NASDAQ National Market in the U.S. under the symbol "ENBRF". Information about Enbridge is available on the World Wide Web at http://www.enbridge.com.

                       The Jose TerminalThe facility:  A new crude oil storage and ship loading                terminal at Jose, Venezuela.Where:         At the 116,000-acre Jose Industrial Complex               located 275 kilometres east of Caracas,                27 kilometres west of Puerto La Cruz.Key assets:    - Ten 350,000-barrel storage tanks               - A marine loading platform 6 kilometres                  (3.75 miles) offshore, with two berths                  capable of loading ships up to 250,000 dwt               - Four underwater oil pipelines from the                  storage facilities to the platform               - A pump station               - A waste water treatment plant Capacity:      800,000 barrels per day of crude oil.The participants:  Enbridge Venezuela S.A., a wholly owned                subsidiary of Enbridge Inc. (45 percent)               together with Williams International Inc.               (45 percent) and Northville Industries Corp.               (10 percent) have acquired the Jose Terminal               from PDVSA Petroleos y Gas, S.A., a subsidiary               of PDVSA, the Venezuelan state-owned oil                company.