Obligation TransAltaCorp 6.5% ( US89346DAE76 ) en USD

TransAltaCorp

98.214 % ▲

Canada

US89346DAE76 ( en USD )

6.5% par an ( paiement semestriel )

14/03/2040

Prospectus brochure de l'obligation TransAlta US89346DAE76 en USD 6.5%, échéance 14/03/2040

2 000 USD

300 000 000 USD

89346DAE7

BB+ ( Spéculatif )

Ba1 ( Spéculatif )

15/09/2026 ( Dans 70 jours )

TransAlta est une société canadienne d'énergie renouvelable et d'énergie propre qui génère, détient et exploite des centrales électriques à partir de sources diverses, notamment l'énergie éolienne, l'hydroélectricité, le gaz naturel et le charbon.

L'obligation US89346DAE76 émise par TransAlta Corp (Canada), d'un montant total de 300 000 000 USD, avec un taux d'intérêt de 6,5%, une maturité fixée au 14 mars 2040, un prix actuel de marché de 98,1435%, une taille minimale d'achat de 2000 unités, une fréquence de paiement semestrielle, et notée BB+ par S&P et Ba1 par Moody's, est actuellement disponible à la négociation.

Page 1 of 69
SUPPL 1 a2197169zsuppl.htm SUPPLEMENT
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Filed Pursuant to General Instruction II.L of Form F-10
File No. 333-155243
PROSPECTUS SUPPLEMENT
(To short form base shelf prospectus dated November 18, 2008)

US$300,000,000
6.500% Senior Notes due 2040
TransAlta Corporation

The Notes (as hereinafter defined) will bear interest at the rate of 6.500% per annum. Interest on the Notes is payable on March 15 and September 15 of each
year, beginning on September 15, 2010. The Notes will mature on March 15, 2040.
We may redeem some or all of the Notes at any time at the redemption price described in this Prospectus Supplement (as hereinafter defined). We will also
have the option to redeem the Notes in whole and not in part at 100% of the aggregate principal amount of the Notes, plus accrued interest to the date of redemption in
the event of certain changes to Canadian withholding tax laws or the enforcement or interpretation thereof.
We will be required to make an offer to repurchase the Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of
repurchase upon the occurrence of a Change of Control Triggering Event (as hereinafter defined). See "Description of the Notes--Repurchase Upon Change of
Control Triggering Event".
The Notes will be direct unsecured obligations and will rank equally and ratably with all of our other unsubordinated and unsecured indebtedness.

Investing in the Notes involves risks. See "Risk Factors" in this Prospectus Supplement beginning on page S-5 and under the heading "Risk Factors"
beginning on page 27 of the Prospectus (as hereinafter defined).

Per Senior Note
Total
Public Offering Price(1)
98.648% US$295,944,000
Underwriting Commission
0.875% US$ 2,625,000
Proceeds to TransAlta (before expenses)
97.773% US$293,319,000

(1)
The public offering price of the Notes will also include accrued interest, if any, from March 12, 2010 to the date of delivery.
The Notes will not be listed on any securities exchange or quotation system and, consequently, there is no market through which these securities may
be sold and purchasers may not be able to resell securities purchased under this Prospectus Supplement.
THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION
(THE "SEC") OR ANY UNITED STATES STATE SECURITIES COMMISSION NOR HAS THE SEC OR ANY UNITED STATES STATE
SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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This offering is made by a Canadian issuer that is permitted, under the multi-jurisdictional disclosure system adopted by the United States, to prepare
this Prospectus Supplement and the Prospectus in accordance with Canadian disclosure requirements. Prospective investors should be aware that such
requirements are different from those of the United States. The financial statements incorporated herein have been prepared in accordance with Canadian
GAAP and are subject to Canadian auditing and auditor independence standards. As a result, such financial statements may not be comparable to financial
statements of United States companies.
Prospective investors should be aware that the acquisition of the securities described in this Prospectus Supplement and the Prospectus may have tax
consequences both in the United States and Canada. Such tax consequences for investors who are resident in, or citizens of, the United States may not be
described fully in this Prospectus Supplement or the Prospectus. You should read the tax discussion under "Certain Income Tax Considerations".
The enforcement by investors of civil liabilities under United States federal securities laws may be affected adversely by the fact that we are
incorporated and organized under the laws of Canada, that most of our officers and directors are residents of Canada, that some or all of the underwriters
or experts named in this Prospectus Supplement are residents of Canada, and that a substantial portion of our assets and said persons are located outside
the United States.
The Notes will be ready for delivery in book-entry form only through the facilities of The Depositary Trust Company ("DTC") and its direct and indirect
participants on or about March 12, 2010.

Joint Book-Running Managers
Citi

HSBC
Wells Fargo Securities
Co-Managers
BofA Merrill Lynch CIBC Mitsubishi UFJ Securities RBC Capital Markets RBS
Scotia Capital
March 9, 2010
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IMPORTANT NOTICE ABOUT INFORMATION IN
THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS
This document is in two parts. The first part is this prospectus supplement (this "Prospectus Supplement"), which
describes the specific terms of the senior notes we are offering (the "Notes") and also adds to and updates certain information
contained in the short form base shelf prospectus of the Corporation dated November 18, 2008 (the "Prospectus") and the
documents incorporated by reference into this Prospectus Supplement or the Prospectus. The second part, the Prospectus,
gives more general information. Defined terms used in this Prospectus Supplement that are not defined herein have the
meanings ascribed thereto in the Prospectus.
Except as set forth under "The Offering" and "Description of the Notes" in this Prospectus Supplement or under
"Description of Debt Securities" in the Prospectus, and unless the context otherwise requires, all references in this Prospectus
Supplement to "TransAlta", the "Corporation", "we", "us" and "our" mean TransAlta Corporation and its consolidated
subsidiaries including any consolidated partnerships of which the Corporation or any of its subsidiaries are partners.
If the description of the Notes varies between this Prospectus Supplement and the Prospectus, you should rely on
the information in this Prospectus Supplement.
You should rely on the information contained in or incorporated by reference into this Prospectus Supplement
and the Prospectus and any term sheet or other free writing prospectus for this offering that we file with the securities
regulatory authorities in Canada or the SEC. We have not, and the underwriters have not, authorized anyone to
provide you with different or additional information. We are not, and the underwriters are not, making an offer to
sell the Notes in any jurisdiction where the offer or sale is not permitted. You should not assume that the information
appearing in this Prospectus Supplement or the Prospectus is accurate as of any date other than the date on the front
of this Prospectus Supplement.
In this Prospectus Supplement, unless otherwise specified or the context otherwise requires, all dollar amounts are
expressed in Canadian dollars. "U.S. dollars" or "US$" means the lawful currency of the United States. Unless otherwise
indicated, all financial information included and incorporated by reference in this Prospectus Supplement and the Prospectus
is determined using Canadian GAAP. The significant differences between Canadian GAAP and U.S. GAAP are summarized
in the reconciliations to U.S. GAAP of our consolidated financial statements as at December 31, 2009 and 2008 and for each
of the years in the three year period ended December 31, 2009, all of which are incorporated by reference in this Prospectus
Supplement, copies of which are available on SEDAR at www.sedar.com and on the SEC's website at www.sec.gov.
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TABLE OF CONTENTS
Prospectus Supplement
EXCHANGE RATE INFORMATION
i
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
i
DOCUMENTS INCORPORATED BY REFERENCE
iii
CERTAIN AVAILABLE INFORMATION
iv
THE OFFERING
S-1
TRANSALTA CORPORATION
S-4
RISK FACTORS
S-5
USE OF PROCEEDS
S-6
CONSOLIDATED CAPITALIZATION
S-6
DESCRIPTION OF THE NOTES
S-6
EARNINGS COVERAGE
S-13
CREDIT RATINGS
S-13
CERTAIN INCOME TAX CONSIDERATIONS
S-14
UNDERWRITING (CONFLICTS OF INTEREST)
S-17
LEGAL MATTERS
S-19
AUDITOR'S CONSENT
S-20
Prospectus
ABOUT THIS PROSPECTUS
1
DOCUMENTS INCORPORATED BY REFERENCE
2
CERTAIN AVAILABLE INFORMATION
3
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
4
THE CORPORATION
4
USE OF PROCEEDS
5
CHANGES IN CONSOLIDATED CAPITALIZATION
6
EARNINGS COVERAGE RATIOS
7
DESCRIPTION OF SHARE CAPITAL
7
DESCRIPTION OF DEBT SECURITIES
10
DESCRIPTION OF WARRANTS
24
CERTAIN INCOME TAX CONSIDERATIONS
26
PLAN OF DISTRIBUTION
26
RISK FACTORS
27
LEGAL MATTERS
34
DOCUMENTS FILED AS PART OF THE REGISTRATION STATEMENT
34
ENFORCEMENT OF CIVIL LIABILITIES
35
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EXCHANGE RATE INFORMATION
The following table sets forth certain rates of exchange for the Canadian dollar based on the noon buying rate as
provided by the Bank of Canada (the "noon buying rate"). These rates are set forth as U.S. dollars per $1.00 and are the
inverse of rates quoted by the Bank of Canada for Canadian dollars per US$1.00. On March 9, 2010, the inverse of the noon
buying rate was US$0.9755 equals $1.00.
Year Ended

December 31,

2009
2008

2007
High for period
US$ 0.9716 US$ 1.0289 US$ 1.0905
Low for period
US$ 0.7692 US$ 0.7711 US$ 0.8437
Rate at end of period
US$ 0.9555 US$ 0.8166 US$ 1.0120
Average rate for the period(1)
US$ 0.8757 US$ 0.9381 US$ 0.9304

(1)
The average of the inverse of the noon buying rate on the last day of each month during the applicable period.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Prospectus Supplement and the Prospectus contain both historical and forward-looking statements within the
meaning of Section 27A of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and Section 21E
of the United States Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"). All forward-looking
statements are based on TransAlta's beliefs as well as assumptions based on information available at the time the assumption
was made and on management's experience and perception of historical trends, current conditions and expected further
developments as well as other factors deemed appropriate in the circumstances. Forward-looking statements are not facts, but
only predictions and generally can be identified by the use of statements that include phrases such as "may", "will", "believe",
"expect", "anticipate", "intend", "plan", "foresee", "potential", "enable", "continue" or other comparable terminology. These
statements are not guarantees of TransAlta's future performance and are subject to risks, uncertainties and other important
factors that could cause TransAlta's actual performance to be materially different from those projected.
With respect to forward-looking statements contained in this Prospectus Supplement, we have made assumptions
regarding, among other things: our ability to close this offering on a timely basis and on the terms expected; fulfillment by
the underwriters of their obligations pursuant to the underwriting agreement; and that no event will occur which would allow
the underwriters to terminate their obligations under the underwriting agreement.
In particular, this Prospectus Supplement and the Prospectus contain forward-looking statements pertaining to the
following: expectations relating to the timing of the completion and commissioning of projects under development and their
attendant costs; expectations relating to the timing and cost of planned uprates and upgrades at various facilities; expectations
relating to the timing of the completion of the study regarding carbon capture and storage and the cost of the study; estimates
of recoverable coal reserves at the Corporation's Alberta mines; TransAlta's plans to invest in new capacity; expectations for
demand of electricity in both the short and long term; expectations in respect of generation production; expected
environmental governmental regulatory regimes and the potential impact on the Corporation; the Corporation's trading
strategies and expected contribution to gross margins; and expectations relating to the renegotiation of certain of the
collective bargaining agreements to which TransAlta is a party.
i
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Factors that may adversely impact the Corporation's forward-looking statements include risks relating to: (i) fluctuations
in market prices and availability of fuel supplies required to generate electricity and in the price of electricity; (ii) the
regulatory and political environments in the jurisdictions in which the Corporation operates; (iii) environmental requirements
and changes in, or liabilities under, these requirements; (iv) changes in general economic conditions including interest rates;
(v) operational risks involving the Corporation's facilities, including unplanned outages at such facilities; (vi) disruptions in
the transmission and distribution of electricity; (vii) effects of weather; (viii) disruptions in the source of fuels, water, wind or
biomass required to operate the Corporation's facilities; (ix) natural disasters; (x) equipment failure; (xi) trading risks;
(xii) industry risk and competition; (xiii) fluctuations in the value of foreign currencies and foreign political risks; (xiv) the
need for additional financing; (xv) structural subordination of securities; (xvi) counterparty credit risk; (xvii) insurance
coverage; (xviii) the Corporation's provision for income taxes; (xix) legal proceedings involving the Corporation;
(xx) reliance on key personnel; (xxi) labour relations matters; and (xxii) development projects and acquisitions.
Readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not
to place undue reliance on these forward-looking statements. The forward-looking statements included in this document are
made only as of the date hereof and the Corporation does not undertake to publicly update these forward-looking statements
to reflect new information, future events or otherwise, except as required by applicable laws. In light of these risks,
uncertainties and assumptions, the forward-looking events might occur to a different extent or at a different time than the
Corporation has described or might not occur. The Corporation cannot assure you that projected results or events will be
achieved. The foregoing risk factors, among others, including risks relating to the nature of the Notes, are described in further
detail under the heading "Risk Factors" in this Prospectus Supplement and in the Prospectus and in the documents
incorporated by reference into this Prospectus Supplement and the Prospectus, including the Annual MD&A and the Annual
Information Form (each as hereinafter defined).
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DOCUMENTS INCORPORATED BY REFERENCE
This Prospectus Supplement is incorporated by reference into the Prospectus as of the date of this Prospectus
Supplement and only for the purposes of this offering. Other documents are also incorporated or deemed to be incorporated
by reference into the Prospectus and reference should be made to the Prospectus for full details. See "Documents
Incorporated by Reference" in the Prospectus. As of the date of this Prospectus Supplement, the following documents filed
with the securities commissions or similar authorities in each of the provinces of Canada and with the SEC are specifically
incorporated by reference into and form an integral part of this Prospectus Supplement and the Prospectus:
(a)
consolidated audited financial statements as at December 31, 2009 and 2008 and for each of the years in the
three year period ended December 31, 2009, the notes thereto, the auditors' report thereon and the auditors'
report on our internal control over financial reporting (incorporated by reference to Exhibit 13.3 to our annual
report on Form 40-F filed with the SEC on February 24, 2010, File No. 001-15214);

(b)
management's discussion and analysis of financial condition and results of operations as at and for the year
ended December 31, 2009 ("Annual MD&A") (incorporated by reference to Exhibit 13.2 to our annual report
on Form 40-F filed with the SEC on February 24, 2010, File No. 001-15214);

(c)
annual information form dated February 24, 2010 (the "Annual Information Form") for the year ended
December 31, 2009 (incorporated by reference to Exhibit 13.1 to our annual report on Form 40-F filed with
the SEC on February 24, 2010, File No. 001-15214);

(d)
management proxy circular dated March 16, 2009 prepared in connection with our annual meeting of
shareholders held on April 30, 2009 (incorporated by reference to Exhibit 99.1 to our report on Form 6-K filed
with the SEC on March 17, 2009, File No. 001-15214); and

(e)
reconciliation to U.S. GAAP of the consolidated financial statements as at December 31, 2009 and 2008 and
for each of the years in the three year period ended December 31, 2009 and the auditors' report thereon
(incorporated by reference to Exhibit 13.4 to our annual report on Form 40-F filed on February 24, 2010, File
No. 001-15214).
Any documents of the type required to be incorporated by reference in a short form prospectus pursuant to National
Instrument 44 - 101 Short Form Prospectus Distributions ("NI 44-101") of the Canadian Securities Administrators, including
any documents of the type referred to above or under "Documents Incorporated by Reference" in the Prospectus, material
change reports (excluding confidential material change reports) and business acquisition reports we subsequently file with
any securities commissions or similar authorities in Canada after the date of this Prospectus Supplement and prior to the
termination of any offering of the Notes under this Prospectus Supplement shall be deemed to be incorporated by reference
into this Prospectus Supplement and the Prospectus. These documents are available through the internet on the System for
Electronic Document Analysis and Retrieval ("SEDAR"), which can be accessed at www.sedar.com. In addition, any similar
documents we file on Form 6-K or Form 40-F with the SEC after the date of this Prospectus Supplement shall be deemed to
be incorporated by reference into this Prospectus Supplement or the Prospectus and the registration statement on Form F-10
of which this Prospectus Supplement and the Prospectus form a part, if and to the extent expressly provided in such report.
Our reports on Form 6-K, and our annual reports on Form 40-F, are available on the SEC's website at www.sec.gov.
Any statement contained in this Prospectus Supplement or the Prospectus, or in a document incorporated or
deemed to be incorporated by reference herein or therein, shall be deemed to be modified or superseded for the
purposes of this Prospectus Supplement to the extent that a statement contained herein or in any other subsequently
filed document that also is or is deemed to be
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incorporated by reference herein modifies or supersedes such statement. The modifying or superseding statement
need not state that it has modified or superseded a prior statement or include any other information set forth in the
document that it modifies or supersedes. The making of a modifying or superseding statement is not to be deemed an
admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation,
an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is
necessary to make a statement not misleading in light of the circumstances in which it was made. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this
Prospectus Supplement.
Copies of the documents incorporated herein by reference (other than exhibits to such documents, unless such exhibits
are specifically incorporated by reference in such documents) may be obtained on request without charge from the Vice-
President and Corporate Secretary of TransAlta, 110 - 12th Avenue S.W., Calgary, Alberta, Canada T2R 0G7, Telephone
(403) 267-7110.

CERTAIN AVAILABLE INFORMATION
We have filed with the SEC under the U.S. Securities Act a registration statement on Form F-10 relating to the Notes
and of which this Prospectus Supplement and the Prospectus form a part. This Prospectus Supplement and the Prospectus do
not contain all of the information set forth in such registration statement, certain items of which are contained in the exhibits
to such registration statement as permitted or required by the rules and regulations of the SEC. See "Documents Filed as Part
of the Registration Statement" in the Prospectus. Statements made in this Prospectus Supplement and the Prospectus as to the
contents of any contract, agreement or other document referred to are not necessarily complete, and in each instance,
reference is made to the exhibit, if applicable, for a more complete description of the relevant matter, each such statement
being qualified in its entirety by such reference. Items of information omitted from this Prospectus Supplement and the
Prospectus but contained in the registration statement on Form F-10 may be inspected and copied at the public reference
facilities maintained at the offices of the SEC described below and are also available on the SEC's website at www.sec.gov.
We are subject to the information requirements of the U.S. Exchange Act, and in accordance therewith file reports and
other information with the SEC. Under the multi-jurisdictional disclosure system adopted in the United States and Canada,
such reports and other information, subject to certain exceptions, may be prepared in accordance with the disclosure
requirements of Canada, which requirements are different from those of the United States. We are exempt from the rules
under the U.S. Exchange Act prescribing the furnishing and content of proxy statements, and our officers, directors and
principal shareholders are exempt from the reporting and short-swing profit recovery provisions contained in Section 16 of
the U.S. Exchange Act. Under the U.S. Exchange Act, we are not required to publish financial statements as promptly as
United States companies. Such reports and other information may be inspected without charge, and copied upon payment of
prescribed fees, at the public reference facility maintained by the SEC at 100 F Street, N.E., Washington, D.C. 20549 and are
also available on the SEC's website at www.sec.gov.
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THE OFFERING
The following is a brief summary of some of the terms of this offering. For a more complete description of the terms of
the Notes, see "Description of the Notes" in this Prospectus Supplement and "Description of Debt Securities" in the
Prospectus. In this section, "we", "us" and "our" refer only to TransAlta Corporation and not to any of its subsidiaries,
unless otherwise stated.

Issuer
TransAlta Corporation.

Notes
US$300 million aggregate principal amount of 6.500% senior notes due 2040.
Offered

Interest The Notes will bear interest at the rate of 6.500% per annum from March 12, 2010 or from the most recent date
Rate
to which interest has been paid or provided for.

Interest March 15 and September 15 of each year, commencing September 15, 2010.
Payment
Dates

Maturity March 15, 2040.
Date

Ranking The Notes will be our direct unsecured obligations and will rank equally and ratably with all of our other
unsubordinated and unsecured indebtedness. The Notes will be effectively subordinate to all indebtedness and
other liabilities of our subsidiaries, except to the extent that we are a creditor of such subsidiaries ranking at
least pari passu with such other creditors. As at December 31, 2009, our subsidiaries had approximately
$637 million of total debt outstanding (excluding intercompany indebtedness).

Use of
We expect that the net proceeds from this offering will be approximately US$292.8 million after deducting
Proceeds
underwriting discounts and commissions and estimated expenses of this offering. All of the net proceeds from
the sale of the Notes will be used to repay borrowings under existing credit facilities and for general corporate
purposes.

Conflicts As described in "Use of Proceeds", the net proceeds from this offering will be used to repay borrowings under
of Interest
existing credit facilities and for general corporate purposes. Because more than 5% of the proceeds from this
offering, not including underwriting compensation, may be received by certain affiliates of the underwriters in
this offering, this offering is being conducted in compliance with National Association of Securities
Dealers, Inc. ("NASD") Rule 2720, as administered by the Financial Industry Regulatory Authority, Inc.
("FINRA"). Pursuant to that rule, the appointment of a qualified independent underwriter is not necessary in
connection with this offering, as this offering is of a class of securities rated BBB or better by Standard &
Poor's Ratings Services, a division of McGraw-Hill, Inc. ("S&P"), or Baa or better by Moody's Investors
Service Inc. ("Moody's") or rated in a comparable category by another rating service acceptable to FINRA. See
"Underwriting--Conflicts of Interest".

Sinking None.
Fund
S-1
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Optional and We may redeem the Notes, in whole or in part, at any time, at the "make-whole" price described in this
Tax
Prospectus Supplement. See "Description of the Notes--Optional Redemption".
Redemption

We may also redeem all of the Notes in whole, but not in part, at the redemption price described in this
Prospectus Supplement at any time in the event certain changes affecting Canadian withholding taxes
occur. See "Description of the Notes--Tax Redemption".

Change of
We will be required to make an offer to repurchase the Notes at a price equal to 101% of their principal
Control
amount, plus accrued and unpaid interest, if any, to the date of repurchase upon the occurrence of a Change
of Control Triggering Event. See "Description of the Notes--Repurchase Upon Change of Control
Triggering Event".

Certain
The indenture pursuant to which the Notes will be issued contains certain covenants that, among other
Covenants
things, limit:

· our and our subsidiaries' ability to create liens;

· our ability to enter into sale and leaseback transactions; and

· our ability to merge, amalgamate or consolidate with, or sell all or substantially all of our assets to, any
other person.

See "Description of Debt Securities--Covenants" in the Prospectus. These covenants are subject to
important exceptions and qualifications that are described under the caption "Description of Debt
Securities--Covenants" in the Prospectus.

Credit
As of the date of this Prospectus Supplement, our senior unsecured long-term debt is rated BBB by S&P
Ratings
and Baa2 by Moody's. The ratings for debt instruments range from a high of AAA to a low of D in the case
of S&P and from a high of Aaa to a low of C in the case of Moody's.

Credit ratings are intended to provide investors with an independent measure of credit quality of any issue
of securities and are indicators of the likelihood of payment and of the capacity of a company to meet its
financial commitment on the rated obligation in accordance with the terms of the rated obligation. The
credit ratings assigned to our outstanding securities by S&P and Moody's, as applicable, are not
recommendations to purchase, hold or sell such securities and may be revised or withdrawn entirely at any
time by a rating agency. Credit ratings may not reflect the potential impact of all risks on the value of the
Notes. In addition, real or anticipated changes in the rating assigned to the Notes will generally affect the
market value of the Notes. We cannot assure you that the ratings will remain in effect for any given period
or that a rating will not be revised or withdrawn entirely by a rating agency in the future if, in its judgment,
circumstances so warrant. See "Credit Ratings".

Additional
Any payments we make with respect to the Notes will be made without withholding or deduction for
Amounts
Canadian taxes unless required to be withheld or deducted by law or by the interpretation or administration
thereof. Subject to the exceptions and limitations set
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