Spectra Energy Capital, LLC

Offers to Purchase for Cash Certain Outstanding Debt Securities

Any and All of the Outstanding Securities Listed Below

Title of Security

CUSIP Number

Principal Amount Outstanding

6.75% senior unsecured notes due 2032



7.50% senior unsecured notes due 2038



To view copies of the Offer to Purchase documents please click on the documents below

Offer to Purchase

The Tender and Information Agent for the Tender Offer is:

D.F. King & Co., Inc.

48 Wall Street, 22nd Floor
New York, New York 10005

Banks and Brokers call: (212) 269-5550
Toll-free: (877) 783-5524

Email: spectra@dfking.com

By Mail, by Overnight Courier, or by Hand:

D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Attention: Andrew Beck

By Facsimile Transmission:
(for Eligible Institutions only):

(212) 709-3328
For Confirmation:
(212) 269-5552

If a Holder has questions about any of the Tender Offers or the procedures for tendering Securities, the Holder should contact the Tender and Information Agent or the Lead Dealer Managers at their respective telephone numbers. Requests for documents relating to the Tender Offers, including this Offer to Purchase, should be directed to the Tender and Information Agent.

The Dealer Manager for the Tender Offer is:

J.P. Morgan

383 Madison Avenue, 3rd Floor
New York, New York 10179
Attn: Liability Management
Toll-Free: (866) 834-4666
Collect: (212) 834-3424