TC Pipelines (TCP) 10-Q 24 Oct 14 2014 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2014	Oct. 24, 2014
Document and Entity Information	'	'
Entity Registrant Name	'TC PIPELINES LP	'
Entity Central Index Key	'0001075607	'
Document Type	'10-Q	'
Document Period End Date	30-Sep-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Large Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	63,561,546
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q3	'

CONSOLIDATED_STATEMENT_OF_INCO

CONSOLIDATED STATEMENT OF INCOME (USD $)	3 Months Ended			9 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013		Sep. 30, 2014	Sep. 30, 2013
CONSOLIDATED STATEMENT OF INCOME	'	'		'	'
Transmission revenues	$80	$85		$249	$253	[1]
Equity earnings from unconsolidated affiliates (Note 4)	15	15		66	48	[1]
Operation and maintenance expenses	-14	-13		-38	-39	[1]
Property taxes	-5	-6		-17	-18	[1]
General and administrative	-5	-2		-8	-8	[1]
Depreciation	-21	-21		-64	-64	[1]
Financial charges and other	-11	-12		-37	-31	[1]
Net income	39	46		151	141	[1]
Net income attributable to non-controlling interests	8	9		26	27	[1]
Net income attributable to controlling interests, including GTN and Bison's former parent	'	'		'	114	[1]
Net income attributable to controlling interests	31	37		125	88	[1],[2]
Net income attributable to controlling interests allocation (Note 7)	'	'		'	'
Common units	30	36		122	86	[1],[2]
General Partner	1	1		3	2	[1]
Net income attributable to controlling interests	$31	$37		$125	$88	[1],[2]
Net income per common unit (Note 7) - basic (in dollars per unit)	$0.48	$0.58		$1.96	$1.50	[1],[2]
Net income per common unit (Note 7) - diluted (in dollars per unit)	$0.48	$0.58		$1.96	$1.50	[1],[2]
Weighted average common units outstanding (millions) - basic (in units)	62.6	62.3		62.4	57.8	[1]
Weighted average common units outstanding (millions) - diluted (in units)	62.6	62.3		62.4	57.8	[1]
Common units outstanding, end of period (millions) (in units)	63.6	62.3	[1]	63.6	62.3	[1]
[1]	Recast as discussed in Note 2.
[2]	Recast as discussed in Note 7.

CONSOLIDATED_STATEMENT_OF_COMP

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME	'	'	'	'
Net income	$39	$46	$151	$141	[1]
Other comprehensive income	'	'	'	'
Change in fair value of cash flow hedges (Note 11)	'	-1	-1	-1	[1]
Comprehensive income	39	45	150	140	[1]
Comprehensive income attributable to non-controlling interests	8	9	26	27	[1]
Comprehensive income attributable to controlling interests	$31	$36	$124	$113	[1]
[1]	Recast as discussed in Note 2.

CONSOLIDATED_BALANCE_SHEET

CONSOLIDATED BALANCE SHEET (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
Current Assets	'	'
Cash and cash equivalents	$98	$25
Accounts receivable and other (Note 12)	31	37
Inventories	8	7
Total current assets	137	69
Investments in unconsolidated affiliates (Note 4)	1,174	1,195
Plant, property and equipment (Net of $715 accumulated depreciation; 2013 - $674)	1,985	2,042
Goodwill	130	130
Other assets	6	7
Total assets	3,432	3,443
Current Liabilities	'	'
Accounts payable and accrued liabilities	31	19
Accounts payable to affiliates (Note 10)	17	29
Accrued interest	12	4
Current portion of long-term debt (Note 5)	79	3
Total current liabilities	139	55
Long-term debt (Note 5)	1,454	1,575
Other liabilities	26	24
Total liabilities	1,619	1,654
Partners' Equity	'	'
Common units	1,362	1,322
General partner	29	28
Accumulated other comprehensive loss	-2	-1
Controlling interests	1,389	1,349
Non-controlling interests	424	440
Total partners' equity	1,813	1,789
Total liabilities and partners' equity	$3,432	$3,443

CONSOLIDATED_BALANCE_SHEET_Par

CONSOLIDATED BALANCE SHEET (Parenthetical) (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
CONSOLIDATED BALANCE SHEET	'	'
Accumulated depreciation	$715	$674

CONSOLIDATED_STATEMENT_OF_CASH

CONSOLIDATED STATEMENT OF CASH FLOWS (USD $)

9 Months Ended

In Millions, unless otherwise specified

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Public offering

GTN and Bison

Bison

Northern Border

Northern Border

Great Lakes

Great Lakes

Cash Generated From Operations

'

'

'

'

'

'

'

'

'

Net income

$151

$141

[1]

'

'

'

'

'

'

'

Depreciation

64

64

[1]

'

'

'

'

'

'

'

Amortization of debt issue costs

1

1

[1]

'

'

'

'

'

'

'

Accruals for costs related to the 2014 Acquisition (Note 13)

2

'

'

'

'

'

'

'

'

Change in other assets

'

-4

[1]

'

'

'

'

'

'

'

Change in other liabilities

1

2

[1]

'

'

'

'

'

'

'

Change in operating working capital (Note 9)

36

11

[1]

'

'

'

'

'

'

'

Total cash generated from operations

255

215

[1]

'

'

'

'

'

'

'

Investing Activities

'

'

'

'

'

'

'

'

'

Cumulative distributions in excess of equity earnings

'

'

'

'

'

15

18

[1]

10

15

[1]

Investment in Great Lakes

'

'

'

'

'

'

'

-4

-4

[1]

Acquisition of 45 percent interest in each of GTN and Bison, net of cash acquired (Note 2)

'

'

'

-921

[1]

'

'

'

'

'

Adjustment to May 2011 acquisition

'

'

'

'

1

[1]

'

'

'

'

Capital expenditures

-8

-9

[1]

'

'

'

'

'

'

'

Change in affiliate demand loan receivable

'

-24

[1]

'

'

'

'

'

'

'

Other

1

'

'

'

'

'

'

'

'

Total investing activities

-11

-924

[1]

'

'

'

'

'

'

'

Financing Activities

'

'

'

'

'

'

'

'

'

Distributions paid (Note 8)

-157

-137

[1]

'

'

'

'

'

'

'

Distributions paid to non-controlling interests

-42

-38

[1]

'

'

'

'

'

'

'

Change in affiliate demand loan payable

'

-15

[1]

'

'

'

'

'

'

'

Equity issuance, net

'

'

381

[1]

'

'

'

'

'

'

Long-term debt issued

15

872

[1]

'

'

'

'

'

'

'

Long-term debt repaid

-60

-334

[1]

'

'

'

'

'

'

'

Equity contribution from Bison's former parent

'

18

[1]

'

'

'

'

'

'

'

Distributions paid to former parent of GTN and Bison

'

-37

[1]

'

'

'

'

'

'

'

Total financing activities

-171

710

[1]

'

'

'

'

'

'

'

Increase/(decrease) in cash and cash equivalents

73

1

[1]

'

'

'

'

'

'

'

Cash and cash equivalents, beginning of period

25

3

[1]

'

'

'

'

'

'

'

Cash and cash equivalents, end of period

$98

$4

[1]

'

'

'

'

'

'

'

[1]

Recast as discussed in Note 2.

CONSOLIDATED_STATEMENT_OF_CHAN

CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' EQUITY (USD $)	Limited Partners	Limited Partners	General Partner	General Partner	Accumulated Other Comprehensive Loss	Controlling interests	Controlling interests	Non-controlling interests	ATM Equity Issuance	Total
In Millions, unless otherwise specified	ATM Equity Issuance		ATM Equity Issuance			ATM Equity Issuance
Balance at beginning of period at Dec. 31, 2013	'	$1,322	'	$28	($1)	'	$1,349	$440	'	$1,789
Partners' Equity (in units) at Dec. 31, 2013	'	62.3	'	'	'	'	62.3	'	'	'
Increase (Decrease) in Partners' Equity	'	'	'	'	'	'	'	'	'	'
Net income	'	122	'	3	'	'	125	26	'	151
Other Comprehensive Loss	'	'	'	'	-1	'	-1	'	'	-1
Equity Issuance (Note 6)	72	'	1	'	'	73	'	'	73	'
Equity Issuance (Note 6) (in shares)	1.3	'	'	'	'	1.3	'	'	'	'
Distributions paid	'	-154	'	-3	'	'	-157	-42	'	-199
Balance at end of period at Sep. 30, 2014	'	$1,362	'	$29	($2)	'	$1,389	$424	'	$1,813
Partners' Equity (in units) at Sep. 30, 2014	'	63.6	'	'	'	'	63.6	'	'	'

CONSOLIDATED_STATEMENT_OF_CHAN1

CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' EQUITY (Parenthetical) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2014
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' EQUITY	'
Losses related to cash flow hedges reported in Accumulated Other Comprehensive Loss and expected to be reclassified to net income	$1

ORGANIZATION

ORGANIZATION	9 Months Ended
	Sep. 30, 2014
ORGANIZATION	'
ORGANIZATION	'
	NOTE 1ORGANIZATION
	TC PipeLines, LP and its subsidiaries are collectively referred to herein as the Partnership. The Partnership was formed by TransCanada PipeLines Limited, a wholly-owned subsidiary of TransCanada Corporation (TransCanada Corporation together with its subsidiaries collectively referred to herein as TransCanada), to acquire, own and participate in the management of energy infrastructure assets in North America.

SIGNIFICANT_ACCOUNTING_POLICIE

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2014
SIGNIFICANT ACCOUNTING POLICIES	'
SIGNIFICANT ACCOUNTING POLICIES	'
	NOTE 2SIGNIFICANT ACCOUNTING POLICIES
	The accompanying financial statements and related notes have been prepared in accordance with United States generally accepted accounting principles (GAAP) and amounts are stated in U.S. dollars. The results of operations for the three and nine months ended September 30, 2014 and 2013 are not necessarily indicative of the results that may be expected for a full fiscal year. The accompanying financial statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013. That report contains a more comprehensive summary of the Partnership’s major accounting policies. In the opinion of management, the accompanying financial statements contain all of the appropriate adjustments, all of which are normally recurring adjustments unless otherwise noted, considered necessary to present fairly the financial position of the Partnership, the results of operation and cash flows for the respective periods. Our significant accounting policies are consistent with those disclosed in Note 2 of the financial statements in our Annual Report on Form 10-K for the year ended December 31, 2013. Certain items from that Note are repeated or updated below as necessary to assist in understanding the accompanying financial statements.
	(a) Basis of Presentation
	Entities acquired from TransCanada and its affiliates are accounted for as transactions between entities under common control, similar to pooling of interests, whereby the assets and liabilities of entities acquired are recorded at TransCanada’s carrying value and any excess purchase price paid are recorded as a reduction in Partners’ Equity. To the extent that such transactions require the Partnership’s historical financial information to be recast, we will present the transaction as if it had occurred at the beginning of the earliest period presented and any historical net equity amounts prior to the transaction date are reflected in the account of TransCanada as the former parent. However, in calculating the Net income per common unit, net income or loss of the entities acquired prior to the transaction will be reflected in the account of TransCanada. Therefore, any historical net income per common unit amounts will not be recast.
	The Partnership consolidates its investments in GTN, Bison, North Baja and Tuscarora, over which it is able to exercise control. To the extent there are interests owned by other parties, these interests are included in non-controlling interests. The Partnership uses the equity method of accounting for its investments in Northern Border and Great Lakes, over which it is able to exercise significant influence.
	On July 1, 2013, the Partnership acquired an additional 45 percent membership interest in each of GTN and Bison (the 2013 Acquisition) from subsidiaries of TransCanada which resulted in a 70 percent ownership in each of GTN and Bison. Partnership’s historical financial information, except net income attributable to controlling interest allocation and net income per common unit amounts, was recast to consolidate GTN and Bison for all periods presented.  See also Note 7.
	(b) Use of Estimates
	The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates are reasonable, actual results could differ from these estimates.

ACCOUNTING_PRONOUNCEMENTS

ACCOUNTING PRONOUNCEMENTS	9 Months Ended
	Sep. 30, 2014
CHANGES IN ACCOUNTING POLICIES FOR 2013	'
ACCOUNTING PRONOUNCEMENTS	'
	NOTE 3ACCOUNTING PRONOUNCEMENTS
	Future Accounting Changes
	Revenue from contracts with customers
	In May 2014, the FASB issued new guidance on Revenue from Contracts with Customers (Topic 606). This guidance supersedes the revenue recognition requirements in Topic 605, Revenue Recognition and most industry-specific guidance. This new guidance requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This new guidance is effective from January 1, 2017 with two methods in which the amendment can be applied; (1) retrospectively to each prior reporting period presented, or (2) retrospectively with the cumulative effect recognized at the date of initial application.   Early application is not permitted. The Partnership is currently evaluating the impact of the adoption of this Accounting Standards Update (ASU) and has not yet determined the effect on its consolidated financial statements.

INVESTMENTS_IN_UNCONSOLIDATED_

INVESTMENTS IN UNCONSOLIDATED AFFILIATES	9 Months Ended
	Sep. 30, 2014
INVESTMENTS IN UNCONSOLIDATED AFFILIATES	'
INVESTMENTS IN UNCONSOLIDATED AFFILIATES	'
	NOTE 4INVESTMENTS IN UNCONSOLIDATED AFFILIATES
	Northern Border and Great Lakes are regulated by FERC and are operated by TransCanada. The Partnership uses the equity method of accounting for its interests in its equity investees.
					Equity Earnings (Loss) from							Investments in
			Ownership		Unconsolidated Affiliates							Unconsolidated Affiliates
			Interest at		Three months			Nine Months
	(unaudited)		September		ended September 30,			ended September 30,				September	December
			30,									30,	31,
	(millions of dollars)		2014		2014		2013	2014		2013		2014	2013
	Northern Border (a)		50%		14		17	53		48		508	523
	Great Lakes		46.45%		1		-2	13		-		666	672
					15		15	66		48		1,174	1,195
		(a)		Equity earnings from Northern Border is net of the 12-year amortization of a $10 million transaction fee paid to the operator of Northern Border at the time of the Partnership’s additional 20 percent interest acquisition in April 2006.
	Northern Border
	The Partnership recorded no undistributed earnings from Northern Border for the nine months ended September 30, 2014 and 2013.
	The summarized financial information for Northern Border is as follows:
	(unaudited)
	(millions of dollars)		September 30, 2014		December 31, 2013
	ASSETS
	Cash and cash equivalents		42		27
	Other current assets		32		34
	Plant, property and equipment, net		1,173		1,197
	Other assets		34		33
			1,281		1,291
	LIABILITIES AND PARTNERS’ EQUITY
	Current liabilities		67		51
	Deferred credits and other		22		19
	Long-term debt, including current maturities		411		411
	Partners’ equity
	Partners’ capital		783		812
	Accumulated other comprehensive loss		-2		(2	)
			1,281		1,291
			Three months ended					Nine months ended
	(unaudited)		September 30,					September 30,
	(millions of dollars)		2014			2013		2014			2013
	Transmission revenues		66			72		221			213
	Operating expenses		(16	)		(18	)	(50	)		(56	)
	Depreciation		(15	)		(15	)	(44	)		(44	)
	Financial charges and other		(8	)		(6	)	(20	)		(17	)
	Net income		27			33		107			96
	Great Lakes
	The Partnership made an equity contribution to Great Lakes of $4 million in the first quarter of 2014. This amount represents the Partnership’s 46.45 percent share of a $9 million cash call from Great Lakes to make a scheduled debt repayment.
	The Partnership recorded no undistributed earnings from Great Lakes for the nine months ended September 30, 2014 and 2013.
	The summarized financial information for Great Lakes is as follows:
	(unaudited)
	(millions of dollars)		September 30, 2014		December 31, 2013
	ASSETS
	Current assets		46		52
	Plant, property and equipment, net		752		771
			798		823
	LIABILITIES AND PARTNERS’ EQUITY
	Current liabilities		26		28
	Long-term debt, including current maturities		326		335
	Partners’ equity		446		460
			798		823
			Three months ended					Nine months ended
	(unaudited)		September 30,					September 30,
	(millions of dollars)		2014			2013		2014			2013
	Transmission revenues		29			26		106			90
	Operating expenses		(14	)		(15	)	(38	)		(45	)
	Depreciation		(7	)		(8	)	(21	)		(24	)
	Financial charges and other		(6	)		(6	)	(19	)		(20	)
	Net income(loss)		2			(3	)	28			1

CREDIT_FACILITIES_AND_LONGTERM

CREDIT FACILITIES AND LONG-TERM DEBT	9 Months Ended
	Sep. 30, 2014
CREDIT FACILITIES AND LONG-TERM DEBT	'
CREDIT FACILITIES AND LONG-TERM DEBT	'
	NOTE 5CREDIT FACILITIES AND LONG-TERM DEBT
	(unaudited)
	(millions of dollars)			September 30, 2014	December 31, 2013
	Senior Credit Facility due 2017			335	380
	Term Loan Facility due 2018			500	500
	4.65% Unsecured Senior Notes due 2021			349	349
	5.09% Unsecured Senior Notes due 2015			75	75
	5.29% Unsecured Senior Notes due 2020			100	100
	5.69% Unsecured Senior Notes due 2035			150	150
	3.82% Series D Senior Notes due 2017			24	24
				1,533	1,578
	Less: current portion of long-term debt		79			3
			1,454			1,575
	The Partnership’s Senior Credit Facility consists of a $500 million senior revolving credit facility with a banking syndicate, maturing November 20, 2017, under which $335 million was outstanding at September 30, 2014 (December 31, 2013 - $380 million), leaving $165 million available for future borrowing.
	The London Interbank Offered Rate (LIBOR) based interest rate on the Senior Credit Facility averaged 1.41 percent for the three and nine months ended September 30, 2014 (2013 – 1.44 and 1.45 percent). The LIBOR-based interest rate was 1.41 percent at September 30, 2014 (December 31, 2013 – 1.42 percent).
	On July 1, 2013, the Partnership entered into a term loan agreement with a syndicate of lenders for a $500 million term loan credit facility (Term Loan Facility). On July 2, 2013, the Partnership borrowed $500 million under the Term Loan Facility.
	The LIBOR-based interest rate on the Term Loan Facility averaged 1.41 percent for the three months ended September 30, 2014 (2013 – 1.44 percent).  For the nine months ended September 30, 2014, the interest averaged 1.41 percent. After hedging activity, the interest rate incurred on the Term Loan Facility averaged 1.83 percent for three months ended September 30, 2014 (2013 – 1.56 percent).  For the nine months ended September 30, 2014, the interest rate averaged 1.83 percent. Prior to hedging activities, the LIBOR-based interest rate was 1.41 percent at September 30, 2014 (December 31, 2013 – 1.42 percent).
	The Partnership’s Senior Credit Facility and Term Loan Facility contain a covenant requiring us to maintain a maximum agreed upon leverage ratio.
	GTN’s Senior Notes provisions contain a covenant that limits total debt to no greater than 70 percent of total capitalization.
	The Series D Senior Notes, which require yearly principal payments until its maturity, are secured by Tuscarora’s transportation contracts, supporting agreements and substantially all of Tuscarora’s property. The note purchase agreements contain certain provisions that include, among other items, limitations on additional indebtedness and distributions to partners.
	As of September 30, 2014, the Partnership was in compliance with its financial covenants, in addition to the other covenants which include restrictions on entering into mergers, consolidations and sales of assets, granting liens, material amendments to the Second Amended and Restated Agreement of Limited Partnership (Partnership Agreement), incurring additional debt and distributions to unitholders.
	The principal repayments required on the long-term debt are as follows:
	(unaudited)
	(millions of dollars)
	2014	3
	2015	79
	2016	4
	2017	348
	2018	500
	Thereafter	599
		1,533

PARTNERS_EQUITY

PARTNERS' EQUITY	9 Months Ended
	Sep. 30, 2014
PARTNERS' EQUITY	'
PARTNERS' EQUITY	'
	NOTE 6PARTNERS’ EQUITY
	ATM equity issuance program (ATM program)
	In August 2014, the Partnership entered into an Equity Distribution Agreement (the EDA) with five different financial institutions (Managers). Pursuant to the terms of the EDA, we may from time to time, through the Managers as our sales agents, offer and sell common units having an aggregate offering price of up to $200 million.  Sales of such common units will be made by means of ordinary brokers’ transactions on the NYSE at market prices, in block transactions or as otherwise agreed upon by one or more of the Managers and us. We intend to use the net proceeds from sales under the program for general partnership purposes, which may include debt repayment and future acquisitions.
	Beginning in August until September 30, 2014, the Partnership issued 1.3 million common units under the ATM program generating net proceeds of approximately $73 million, including our General Partner’s proportionate equity contribution of approximately $1 million to maintain its two percent effective interest, net of approximately $1 million of commission to our sales agents.

NET_INCOME_PER_COMMON_UNIT

NET INCOME PER COMMON UNIT	9 Months Ended
	Sep. 30, 2014
NET INCOME PER COMMON UNIT	'
NET INCOME PER COMMON UNIT	'
	NOTE 7NET INCOME PER COMMON UNIT
	Net income per common unit is computed by dividing net income attributable to controlling interests, after deduction of the General Partner’s allocation and net income attributed to GTN’s and Bison’s former parent, by the weighted average number of common units outstanding. The General Partner’s allocation is equal to an amount based upon the General Partner’s effective two percent general partner interest, plus an amount equal to incentive distributions. Incentive distributions are paid to the General Partner if quarterly cash distributions on the common units exceed levels specified in the Partnership Agreement.
	Net income per common unit was determined as follows:
			Three months ended				Nine months ended
	(unaudited)		September 30,				September 30,
	(millions of dollars, except per common unit amounts)		2014		2013		2014	2013(a)
	Net income attributable to controlling interests		31		37		125	114
	Net income attributed to GTN’s and Bison’s former parent		-		-		-	(26) (b)
	Net income allocated to partners		31		37		125	88
	Net income allocated to General Partner, including incentive distribution rights		-1		-1		-3	-2
	Net income allocable to common units		30		36		122	86(b)
	Weighted average common units outstanding (millions) – basic and diluted		62.6		62.3		62.4	57.8
	Net income per common unit – basic and diluted		$		$		$	$1.50(b)
			0.48		0.58		1.96
		(a)		Recast as discussed in Note 2.
		(b)		Net income allocated to common units and the net income per common unit for nine months ended September 30, 2013 have been revised and are presented consistent with our presentation prior to the recast.  These changes conform to our presentation for a previous common control transaction in 2009 to ensure consistency.  As a result of these changes, we excluded net income allocable to GTN and Bison’s former parent as such amounts were not allocable to either the general partner or common units. These revisions had no impact on these financial statements except as presented below.
	Nine months ended September 30, 2013		As previously		Adjustment		Revised
			presented
	Net income allocable to common units		112		(26	)	86
	Net income per common unit – basic and diluted		$		($0.44	)	$
			1.94				1.5

CASH_DISTRIBUTIONS

CASH DISTRIBUTIONS	9 Months Ended
	Sep. 30, 2014
CASH DISTRIBUTIONS	'
CASH DISTRIBUTIONS	'
	NOTE 8CASH DISTRIBUTIONS
	For the three and nine months ended September 30, 2014, the Partnership distributed $0.84 and $2.46 per common unit (2013 – $0.81 and $2.37 per common unit) for a total of $54 million and $157 million, respectively (2013 - $52 million and $137 million). The distributions paid for the three and nine months ended September 30, 2014 included incentive distributions of nil million to the General Partner.  There were no incentive distributions paid to the General Partner for the three and nine months ended September 30, 2013.

CHANGE_IN_OPERATING_WORKING_CA

CHANGE IN OPERATING WORKING CAPITAL	9 Months Ended
	Sep. 30, 2014
CHANGE IN OPERATING WORKING CAPITAL	'
CHANGE IN OPERATING WORKING CAPITAL	'
	NOTE 9CHANGE IN OPERATING WORKING CAPITAL
	(unaudited)		Nine months ended September 30,
	(millions of dollars)		2014		2013(a)
	Change in accounts receivable and other		5		5
	Change in accounts payable and accrued liabilities		10		-2
	Change in accounts payable to affiliates (b)		13		-2
	Change in accrued interest		8		10
	Change in operating working capital		36		11
		(a)		Recast as discussed in Note 2.
		(b)		Excludes Carty Lateral accrual of $25 million at December 31, 2013.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2014
RELATED PARTY TRANSACTIONS	'
RELATED PARTY TRANSACTIONS	'
	NOTE 10RELATED PARTY TRANSACTIONS
	The Partnership does not have any employees. The management and operating functions are provided by the General Partner. The General Partner does not receive a management fee in connection with its management of the Partnership. The Partnership reimburses the General Partner for all costs of services provided, including the costs of employee, officer and director compensation and benefits, and all other expenses necessary or appropriate to the conduct of the business of, and allocable to, the Partnership. Such costs include (i) overhead costs (such as office space and equipment) and (ii) out-of-pocket expenses related to the provision of such services. The Partnership Agreement provides that the General Partner will determine the costs that are allocable to the Partnership in any reasonable manner determined by the General Partner in its sole discretion. Total costs charged to the Partnership by the General Partner were $1 million and $2 million for the three and nine months ended September 30, 2014 (2013 – $1 million and $3 million).
	As operator, TransCanada’s subsidiaries provide capital and operating services to our pipeline systems. TransCanada’s subsidiaries incur costs on behalf of our pipeline systems, including, but not limited to, employee salary and benefit costs, and property and liability insurance costs.
	Capital and operating costs charged to our pipeline systems for the three and nine months ended September 30, 2014 and 2013 by TransCanada’s subsidiaries and amounts payable to TransCanada’s subsidiaries at September 30, 2014 and December 31, 2013 are summarized in the following tables:
			Three months ended			Nine months ended
	(unaudited)		September 30,			September 30,
	(millions of dollars)		2014		2013	2014	2013
	Capital and operating costs charged by TransCanada’s subsidiaries to:
	Great Lakes (a)		7		7	22	23
	Northern Border (a)		9		7	26	21
	GTN (a)		8		7	21	21
	Bison (a)		2		1	4	4
	North Baja		1		1	3	3
	Tuscarora		1		1	3	3
	Impact on the Partnership’s net income:
	Great Lakes		3		3	10	10
	Northern Border		4		3	11	10
	GTN (b)		5		5	14	14
	Bison(b)		1		1	3	3
	North Baja		1		1	3	3
	Tuscarora		1		1	3	3
	(unaudited)
	(millions of dollars)		September 30, 2014		December 31, 2013
	Amount payable to TransCanada’s subsidiaries for costs charged in the period by:
	GTN (a)		11		3
	Northern Border (a)		12		3
	Bison (a)		1		-
	Great Lakes (a)		13		3
	North Baja		1		1
	Tuscarora		1		-
		(a)		Represents 100 percent of the costs.
		(b)		Recast as discussed in Note 2.
	Great Lakes’ earns transportation revenues from TransCanada and its affiliates under contracts, some of which are provided at discounted rates and some at maximum recourse rates. Great Lakes earned $13 million and $48 million of transportation revenues under these contracts for the three and nine months ended September 30, 2014 (2013 - $14 million and $49 million). These amounts represent 46 percent of total revenues earned by Great Lakes for the three and nine months ended September 30, 2014 (2013 – 54 percent). Great Lakes also earned nil and $1 million of affiliated rental revenue for the three and nine months ended September 30, 2014 (2013 – $1 million and $1 million).
	Revenue from TransCanada and its affiliates of $6 million and $23 million are included in the Partnership’s equity earnings from Great Lakes for the three and nine months ended September 30, 2014 (2013 - $7 million and $23 million). At September 30, 2014, $7 million was included in Great Lakes’ receivables in regards to the transportation contracts with TransCanada and its affiliates (December 31, 2013 - $11 million).
	In 2013, the Partnership accrued $25 million of additional consideration payable in accordance with the 2013 Acquisition related to the attainment of certain events with respect to the Carty Lateral. This amount was payable to a subsidiary of TransCanada and was recorded in accounts payable to affiliates as of December 31, 2013. On April 11, 2014, the Partnership made the $25 million payment with respect to the Carty Lateral consideration

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2014
FAIR VALUE MEASUREMENTS	'
FAIR VALUE MEASUREMENTS	'
	NOTE 11FAIR VALUE MEASUREMENTS
	(a) Fair Value Hierarchy
	Under Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, fair value measurements are characterized in one of three levels based upon the input used to arrive at the measurement. The three levels of the fair value hierarchy are as follows:
		·		Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date.
		·		Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
		·		Level 3 inputs are unobservable inputs for the asset or liability.
	When appropriate, valuations are adjusted for various factors including credit considerations. Such adjustments are generally based on available market evidence. In the absence of such evidence, management’s best estimate is used.
	(b) Fair Value of Financial Instruments
	The carrying value of cash and cash equivalents, accounts receivable and other, accounts payable and accrued liabilities, accounts payable to affiliates and accrued interest approximate their fair values because of the short maturity or duration of these instruments, or because the instruments bear a variable rate of interest or a rate that approximates current rates. The fair value of the Partnership’s long-term debt is estimated by discounting the future cash flows of each instrument at estimated current borrowing rates. The fair value of interest rate derivatives is calculated using the income approach which uses period-end market rates and applies a discounted cash flow valuation model.
	The estimated fair value of the Partnership’s long-term debt as at September 30, 2014 and December 31, 2013 are as follows:
	(unaudited)		September 30, 2014			December 31, 2013
	(millions of dollars)		Carrying Value		Fair Value	Carrying Value	Fair Value
	Senior Credit Facility due 2017		335		335	380	380
	Term Loan Facility due 2018		500		500	500	500
	4.65% Senior Notes due 2021		349		368	349	353
	5.09% Unsecured Senior Notes due 2015		75		77	75	79
	5.29% Unsecured Senior Notes due 2020		100		111	100	106
	5.69% Unsecured Senior Notes due 2035		150		167	150	154
	3.82% Series D Senior Notes due 2017		24		25	24	25
			1,533		1,583	1,578	1,597
	Long-term debt is recorded at amortized cost and classified in Level II of the fair value hierarchy for fair value disclosure purposes. Interest rate derivative assets and liabilities are classified in Level II for all periods presented where the fair value is determined by using valuation techniques that refer to observable market data or estimated market prices.
	Market risk is the risk that changes in market interest rates may result in fluctuations in the fair values or cash flows of financial instruments. The Partnership’s floating rate debt is subject to LIBOR benchmark interest rate risk. The Partnership uses interest rate derivatives to manage its exposure to interest rate risk. We regularly assess the impact of interest rate fluctuations on future cash flows and evaluate hedging opportunities to mitigate our interest rate risk.
	The interest rate swaps are structured such that the cash flows of the derivative instruments match those of the variable rate of interest on the Term Loan Facility. The Partnership hedged interest payments on $150 million of variable-rate Term Loan Facility with interest rate swaps effective September 3, 2013 and maturing July 1, 2018, at a weighted average fixed interest rate of 2.79 percent. At September 30, 2014, the fair value of the interest rate swaps accounted for as cash flow hedges was a liability of approximately $1 million (both on a gross and net basis) (December 31, 2013 – nil). The Partnership did not record any amounts in net income related to ineffectiveness for interest rate hedges for the three and nine months ended September 30, 2014 (2013 – nil). The change in fair value of interest rate derivative instruments recognized in other comprehensive income was nil and a loss of approximately $1 million for the three and nine months ended September 30, 2014, respectively (2013 – $1 million). For the three and nine months ended September 30, 2014, the net realized loss related to the interest rate swaps was $1 million and $2 million and was included in financial charges and other (2013 – nil).
	The Partnership has no master netting agreements; however, contracts contain provisions with rights of offset. The Partnership has elected to present the fair value of derivative instruments with the right to offset on a gross basis in the balance sheet. Had the Partnership elected to present these instruments on a net basis, there would be no effect on the consolidated balance sheet as of September 30, 2014 and December 31, 2013.

ACCOUNTS_RECEIVABLE_AND_OTHER

ACCOUNTS RECEIVABLE AND OTHER	9 Months Ended
	Sep. 30, 2014
ACCOUNTS RECEIVABLE AND OTHER	'
ACCOUNTS RECEIVABLE AND OTHER	'
	NOTE 12ACCOUNTS RECEIVABLE AND OTHER
	(unaudited)
	(millions of dollars)	September 30, 2014	December 31, 2013
	Trade accounts receivable, net of allowance of nil	27	33
	Other	4	4
		31	37

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2014
SUBSEQUENT EVENTS	'
SUBSEQUENT EVENTS	'
	NOTE 13SUBSEQUENT EVENTS
	On October 1, 2014, we acquired the remaining 30 percent interest of Bison from a subsidiary of TransCanada.  The total purchase price of the 2014 Acquisition was $215 million plus purchase price adjustments. The acquisition of Bison was financed through combinations of (i) net proceeds from the ATM program, and (ii) short-term financing.
	The 2014 Acquisition, which resulted in Bison being wholly-owned by the Partnership, will continue to be accounted for as a transaction between entities under common control, similar to pooling of interests, whereby the assets and liabilities of Bison will be recorded at TransCanada’s carrying value and the total excess purchase price paid will be recorded as a reduction in Partners’ Equity.  (See also Note 2).
	On October 1, 2014, the Partnership borrowed $170 million (Short - Term Loan Facility) payable in 364-days. The outstanding principal bears interest based on the LIBOR plus an applicable margin.  The Short - Term Loan Facility contains a covenant requiring us to maintain a maximum agreed upon leverage ratio.  The Partnership used the proceeds to fund the 2014 Acquisition and reduce the amount outstanding under its Senior Credit Facility.
	On October 23, 2014, the board of directors of our General Partner declared the Partnership’s third quarter 2014 cash distribution in the amount of $0.84 per common unit payable on November 14, 2014 to unitholders of record as of November 4, 2014.
	GTN declared a third quarter 2014 distribution of $26 million on October 14, 2014, of which the Partnership will receive its 70 percent share or $18 million on November 3, 2014.
	Northern Border declared a third quarter 2014 distribution of $38 million on October 21, 2014, of which the Partnership will receive its 50 percent share or $19 million on November 3, 2014.
	Bison declared a third quarter 2014 distribution of $16 million on October 14, 2014.  The Partnership will receive 100 percent share of this distribution on November 3, 2014.
	Great Lakes declared a third quarter 2014 distribution of $8 million on October 14, 2014, of which the Partnership will receive its 46.45 percent share or $4 million on November 3, 2014.

SIGNIFICANT_ACCOUNTING_POLICIE1

SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2014
SIGNIFICANT ACCOUNTING POLICIES	'
Basis of Presentation	'
	(a) Basis of Presentation
	Entities acquired from TransCanada and its affiliates are accounted for as transactions between entities under common control, similar to pooling of interests, whereby the assets and liabilities of entities acquired are recorded at TransCanada’s carrying value and any excess purchase price paid are recorded as a reduction in Partners’ Equity. To the extent that such transactions require the Partnership’s historical financial information to be recast, we will present the transaction as if it had occurred at the beginning of the earliest period presented and any historical net equity amounts prior to the transaction date are reflected in the account of TransCanada as the former parent. However, in calculating the Net income per common unit, net income or loss of the entities acquired prior to the transaction will be reflected in the account of TransCanada. Therefore, any historical net income per common unit amounts will not be recast.
	The Partnership consolidates its investments in GTN, Bison, North Baja and Tuscarora, over which it is able to exercise control. To the extent there are interests owned by other parties, these interests are included in non-controlling interests. The Partnership uses the equity method of accounting for its investments in Northern Border and Great Lakes, over which it is able to exercise significant influence.
	On July 1, 2013, the Partnership acquired an additional 45 percent membership interest in each of GTN and Bison (the 2013 Acquisition) from subsidiaries of TransCanada which resulted in a 70 percent ownership in each of GTN and Bison. Partnership’s historical financial information, except net income attributable to controlling interest allocation and net income per common unit amounts, was recast to consolidate GTN and Bison for all periods presented.  See also Note 7.
Use of Estimates	'
	(b) Use of Estimates
	The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates are reasonable, actual results could differ from these estimates.

INVESTMENTS_IN_UNCONSOLIDATED_1

INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Tables)	9 Months Ended
	Sep. 30, 2014
INVESTMENTS IN UNCONSOLIDATED AFFILIATES	'
Schedule of equity method investment in unconsolidated affiliates	'
				Equity Earnings (Loss) from							Investments in
		Ownership		Unconsolidated Affiliates							Unconsolidated Affiliates
		Interest at		Three months			Nine Months
	(unaudited)	September		ended September 30,			ended September 30,				September	December
		30,									30,	31,
	(millions of dollars)	2014		2014		2013	2014		2013		2014	2013
	Northern Border (a)	50%		14		17	53		48		508	523
	Great Lakes	46.45%		1		-2	13		-		666	672
				15		15	66		48		1,174	1,195
	(a)    Equity earnings from Northern Border is net of the 12-year amortization of a $10 million transaction fee paid to the operator of Northern Border at the time of the Partnership’s additional 20 percent interest acquisition in April 2006.
Northern Border	'
Investments in unconsolidated affiliates	'
Summarized financial information for equity method investment	'
	(unaudited)
	(millions of dollars)	September 30, 2014		December 31, 2013
	ASSETS
	Cash and cash equivalents	42		27
	Other current assets	32		34
	Plant, property and equipment, net	1,173		1,197
	Other assets	34		33
		1,281		1,291
	LIABILITIES AND PARTNERS’ EQUITY
	Current liabilities	67		51
	Deferred credits and other	22		19
	Long-term debt, including current maturities	411		411
	Partners’ equity
	Partners’ capital	783		812
	Accumulated other comprehensive loss	-2		(2	)
		1,281		1,291
		Three months ended					Nine months ended
	(unaudited)	September 30,					September 30,
	(millions of dollars)	2014			2013		2014			2013
	Transmission revenues	66			72		221			213
	Operating expenses	(16	)		(18	)	(50	)		(56	)
	Depreciation	(15	)		(15	)	(44	)		(44	)
	Financial charges and other	(8	)		(6	)	(20	)		(17	)
	Net income	27			33		107			96
Great Lakes	'
Investments in unconsolidated affiliates	'
Summarized financial information for equity method investment	'
	(unaudited)
	(millions of dollars)	September 30, 2014		December 31, 2013
	ASSETS
	Current assets	46		52
	Plant, property and equipment, net	752		771
		798		823
	LIABILITIES AND PARTNERS’ EQUITY
	Current liabilities	26		28
	Long-term debt, including current maturities	326		335
	Partners’ equity	446		460
		798		823
		Three months ended					Nine months ended
	(unaudited)	September 30,					September 30,
	(millions of dollars)	2014			2013		2014			2013
	Transmission revenues	29			26		106			90
	Operating expenses	(14	)		(15	)	(38	)		(45	)
	Depreciation	(7	)		(8	)	(21	)		(24	)
	Financial charges and other	(6	)		(6	)	(19	)		(20	)
	Net income(loss)	2			(3	)	28			1

CREDIT_FACILITIES_AND_LONGTERM1

CREDIT FACILITIES AND LONG-TERM DEBT (Tables)	9 Months Ended
	Sep. 30, 2014
CREDIT FACILITIES AND LONG-TERM DEBT	'
Schedule of credit facilities and long-term debt	'
	(unaudited)
	(millions of dollars)			September 30, 2014	December 31, 2013
	Senior Credit Facility due 2017			335	380
	Term Loan Facility due 2018			500	500
	4.65% Unsecured Senior Notes due 2021			349	349
	5.09% Unsecured Senior Notes due 2015			75	75
	5.29% Unsecured Senior Notes due 2020			100	100
	5.69% Unsecured Senior Notes due 2035			150	150
	3.82% Series D Senior Notes due 2017			24	24
				1,533	1,578
	Less: current portion of long-term debt		79			3
			1,454			1,575
Schedule of principal repayments required on long-term debt	'
	(unaudited)
	(millions of dollars)
	2014	3
	2015	79
	2016	4
	2017	348
	2018	500
	Thereafter	599
		1,533

NET_INCOME_PER_COMMON_UNIT_Tab

NET INCOME PER COMMON UNIT (Tables)	9 Months Ended
	Sep. 30, 2014
NET INCOME PER COMMON UNIT	'
Schedule of net income per common unit	'
		Three months ended			Nine months ended
	(unaudited)	September 30,			September 30,
	(millions of dollars, except per common unit amounts)	2014	2013		2014	2013(a)
	Net income attributable to controlling interests	31	37		125	114
	Net income attributed to GTN’s and Bison’s former parent	-	-		-	(26) (b)
	Net income allocated to partners	31	37		125	88
	Net income allocated to General Partner, including incentive distribution rights	-1	-1		-3	-2
	Net income allocable to common units	30	36		122	86(b)
	Weighted average common units outstanding (millions) – basic and diluted	62.6	62.3		62.4	57.8
	Net income per common unit – basic and diluted	$	$		$	$1.50(b)
		0.48	0.58		1.96
	(a)    Recast as discussed in Note 2.
	(b)    Net income allocated to common units and the net income per common unit for nine months ended September 30, 2013 have been revised and are presented consistent with our presentation prior to the recast.  These changes conform to our presentation for a previous common control transaction in 2009 to ensure consistency.  As a result of these changes, we excluded net income allocable to GTN and Bison’s former parent as such amounts were not allocable to either the general partner or common units. These revisions had no impact on these financial statements except as presented below.
	Nine months ended September 30, 2013	As previously	Adjustment		Revised
		presented
	Net income allocable to common units	112	(26	)	86
	Net income per common unit – basic and diluted	$	($0.44	)	$
		1.94			1.5

CHANGE_IN_OPERATING_WORKING_CA1

CHANGE IN OPERATING WORKING CAPITAL (Tables)	9 Months Ended
	Sep. 30, 2014
CHANGE IN OPERATING WORKING CAPITAL	'
Summary of change in operating working capital	'
	(unaudited)	Nine months ended September 30,
	(millions of dollars)	2014	2013(a)
	Change in accounts receivable and other	5	5
	Change in accounts payable and accrued liabilities	10	-2
	Change in accounts payable to affiliates (b)	13	-2
	Change in accrued interest	8	10
	Change in operating working capital	36	11
	(a)    Recast as discussed in Note 2.
	(b)    Excludes Carty Lateral accrual of $25 million at December 31, 2013.

RELATED_PARTY_TRANSACTIONS_Tab

RELATED PARTY TRANSACTIONS (Tables)	9 Months Ended
	Sep. 30, 2014
RELATED PARTY TRANSACTIONS	'
Schedule of capital and operating costs charged by related party	'
		Three months ended		Nine months ended
	(unaudited)	September 30,		September 30,
	(millions of dollars)	2014	2013	2014	2013
	Capital and operating costs charged by TransCanada’s subsidiaries to:
	Great Lakes (a)	7	7	22	23
	Northern Border (a)	9	7	26	21
	GTN (a)	8	7	21	21
	Bison (a)	2	1	4	4
	North Baja	1	1	3	3
	Tuscarora	1	1	3	3
	Impact on the Partnership’s net income:
	Great Lakes	3	3	10	10
	Northern Border	4	3	11	10
	GTN (b)	5	5	14	14
	Bison(b)	1	1	3	3
	North Baja	1	1	3	3
	Tuscarora	1	1	3	3
Schedule of amount payable to related party for costs charged in period	'
	(unaudited)
	(millions of dollars)	September 30, 2014	December 31, 2013
	Amount payable to TransCanada’s subsidiaries for costs charged in the period by:
	GTN (a)	11	3
	Northern Border (a)	12	3
	Bison (a)	1	-
	Great Lakes (a)	13	3
	North Baja	1	1
	Tuscarora	1	-
	(a)    Represents 100 percent of the costs.
	(b)    Recast as discussed in Note 2.

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2014
FAIR VALUE MEASUREMENTS	'
Schedule of estimated fair value of long-term debt	'
	(unaudited)		September 30, 2014			December 31, 2013
	(millions of dollars)	Carrying Value		Fair Value	Carrying Value		Fair Value
	Senior Credit Facility due 2017	335		335	380		380
	Term Loan Facility due 2018	500		500	500		500
	4.65% Senior Notes due 2021	349		368	349		353
	5.09% Unsecured Senior Notes due 2015	75		77	75		79
	5.29% Unsecured Senior Notes due 2020	100		111	100		106
	5.69% Unsecured Senior Notes due 2035	150		167	150		154
	3.82% Series D Senior Notes due 2017	24		25	24		25
		1,533		1,583	1,578		1,597

ACCOUNTS_RECEIVABLE_AND_OTHER_

ACCOUNTS RECEIVABLE AND OTHER (Tables)	9 Months Ended
	Sep. 30, 2014
ACCOUNTS RECEIVABLE AND OTHER	'
Schedule of accounts receivable and other	'
	(unaudited)
	(millions of dollars)	September 30, 2014	December 31, 2013
	Trade accounts receivable, net of allowance of nil	27	33
	Other	4	4
		31	37

SIGNIFICANT_ACCOUNTING_POLICIE2

SIGNIFICANT ACCOUNTING POLICIES (Details) (Former parent, TransCanada subsidiaries, Transaction between entities under common control)	0 Months Ended
	Jul. 02, 2013
GTN	'
Acquisition	'
Interest acquired by the Partnership (as a percent)	45.00%
Ownership interest (as a percent)	70.00%
Bison	'
Acquisition	'
Interest acquired by the Partnership (as a percent)	45.00%
Ownership interest (as a percent)	70.00%

INVESTMENTS_IN_UNCONSOLIDATED_2

INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Details) (USD $)

3 Months Ended

9 Months Ended

3 Months Ended

1 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

In Millions, unless otherwise specified

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Mar. 31, 2014

Apr. 30, 2006

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Sep. 30, 2014

Mar. 31, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Great Lakes

Northern Border

Northern Border

Northern Border

Northern Border

Northern Border

Northern Border

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Investments in unconsolidated affiliates

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Ownership interest at the end of the period (as a percent)

'

'

'

'

'

'

'

50.00%

'

50.00%

'

'

46.45%

46.45%

'

46.45%

'

'

Equity Earnings (Loss) from Unconsolidated Affiliates

$15

$15

$66

$48

[1]

'

'

'

$14

[2]

$17

[2]

$53

[2]

$48

[2]

'

$1

'

($2)

$13

'

'

Investments in Unconsolidated Affiliates

1,174

'

1,174

'

1,195

'

'

508

'

508

'

523

666

'

'

666

'

672

Amortization period of transaction fee

'

'

'

'

'

'

'12 years

'

'

'

'

'

'

'

'

'

'

'

Transaction fee

'

'

'

'

'

'

10

'

'

'

'

'

'

'

'

'

'

'

Additional ownership interest acquired (as a percent)

'

'

'

'

'

'

20.00%

'

'

'

'

'

'

'

'

'

'

'

Equity contribution

'

'

'

'

'

'

'

'

'

'

'

'

'

4

'

4

4

[1]

'

Undistributed earnings

'

'

'

'

'

'

'

'

'

0

0

'

'

'

'

0

0

'

Total cash call issued to fund debt repayment

'

'

'

'

'

9

'

'

'

'

'

'

'

'

'

'

'

'

Assets

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Cash and cash equivalents

'

'

'

'

'

'

'

42

'

42

'

27

'

'

'

'

'

'

Current assets

'

'

'

'

'

'

'

'

'

'

'

'

46

'

'

46

'

52

Other current assets

'

'

'

'

'

'

'

32

'

32

'

34

'

'

'

'

'

'

Plant, property and equipment, net

'

'

'

'

'

'

'

1,173

'

1,173

'

1,197

752

'

'

752

'

771

Other assets

'

'

'

'

'

'

'

34

'

34

'

33

'

'

'

'

'

'

Assets, total

'

'

'

'

'

'

'

1,281

'

1,281

'

1,291

798

'

'

798

'

823

LIABILITIES AND PARTNERS' EQUITY

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Current liabilities

'

'

'

'

'

'

'

67

'

67

'

51

26

'

'

26

'

28

Deferred credits and other

'

'

'

'

'

'

'

22

'

22

'

19

'

'

'

'

'

'

Long-term debt, including current maturities

'

'

'

'

'

'

'

411

'

411

'

411

326

'

'

326

'

335

Partners' equity

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Partners' equity

'

'

'

'

'

'

'

783

'

783

'

812

446

'

'

446

'

460

Accumulated other comprehensive loss

'

'

'

'

'

'

'

-2

'

-2

'

-2

'

'

'

'

'

'

Liabilities and Equity, total

'

'

'

'

'

'

'

1,281

'

1,281

'

1,291

798

'

'

798

'

823

Revenues (expenses)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Transmission revenues

'

'

'

'

'

'

'

66

72

221

213

'

29

'

26

106

90

'

Operating expenses

'

'

'

'

'

'

'

-16

-18

-50

-56

'

-14

'

-15

-38

-45

'

Depreciation

'

'

'

'

'

'

'

-15

-15

-44

-44

'

-7

'

-8

-21

-24

'

Financial charges and other

'

'

'

'

'

'

'

-8

-6

-20

-17

'

-6

'

-6

-19

-20

'

Net income (loss)

'

'

'

'

'

'

'

$27

$33

$107

$96

'

$2

'

($3)

$28

$1

'

[1]

Recast as discussed in Note 2.

[2]

Equity earnings from Northern Border is net of the 12-year amortization of a $10 million transaction fee paid to the operator of Northern Border at the time of the Partnershipbs additional 20 percent interest acquisition in AprilB 2006.

CREDIT_FACILITIES_AND_LONGTERM2

CREDIT FACILITIES AND LONG-TERM DEBT (Details) (USD $)

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Jul. 02, 2013

Sep. 30, 2014

Dec. 31, 2013

Jul. 01, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

In Millions, unless otherwise specified

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior Credit Facility due 2017

Senior revolving credit facility

Senior revolving credit facility

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

Term Loan Facility due 2018

4.65% Senior Notes due 2021

4.65% Senior Notes due 2021

5.09% Unsecured Senior Notes due 2015

5.09% Unsecured Senior Notes due 2015

5.29% Unsecured Senior Notes due 2020

5.29% Unsecured Senior Notes due 2020

5.69% Unsecured Senior Notes due 2035

5.69% Unsecured Senior Notes due 2035

3.82% Series D Senior Notes due 2017

3.82% Series D Senior Notes due 2017

GTN

LIBOR

LIBOR

LIBOR

LIBOR

LIBOR

LIBOR borrowings

LIBOR borrowings

LIBOR borrowings

LIBOR borrowings

LIBOR borrowings

LIBOR borrowings

LIBOR borrowings

Senior Notes

LIBOR

LIBOR

LIBOR

LIBOR

LIBOR

LIBOR

LIBOR

Maximum

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Interest rate swaps

Interest rate swaps

Interest rate swaps

Credit facilities and long-term debt

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Stated interest rate (as a percent)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

4.65%

4.65%

5.09%

5.09%

5.29%

5.29%

5.69%

5.69%

3.82%

3.82%

'

Total long-term debt

$1,533

$1,578

$335

$380

'

'

'

'

'

'

'

'

$500

$500

'

'

'

'

'

'

'

'

$349

$349

$75

$75

$100

$100

$150

$150

$24

$24

'

Less: current portion of long-term debt

79

3

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Long-term debt

1,454

1,575

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Maximum borrowing capacity

'

'

'

'

'

'

'

'

'

500

'

'

'

'

500

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Borrowings under the facility

'

'

'

'

'

'

'

'

'

'

'

500

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Amount outstanding under credit facility

'

'

'

'

'

'

'

'

'

335

380

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Remaining borrowing capacity

'

'

'

'

'

'

'

'

'

$165

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Debt average interest rate (as a percent)

'

'

'

'

1.41%

1.44%

1.41%

1.45%

'

'

'

'

'

'

'

1.41%

1.44%

1.41%

'

1.83%

1.56%

1.83%

'

'

'

'

'

'

'

'

'

'

'

Debt interest rate, at period end (as a percent)

'

'

'

'

1.41%

'

1.41%

'

1.42%

'

'

'

'

'

'

1.41%

'

1.41%

1.42%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Percentage of debt to total capitalization

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

70.00%

CREDIT_FACILITIES_AND_LONGTERM3

CREDIT FACILITIES AND LONG-TERM DEBT (Details 2) (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
Principal repayments required by the Partnership on the long-term debt	'	'
2014	$3	'
2015	79	'
2016	4	'
2017	348	'
2018	500	'
Thereafter	599	'
Total long-term debt	$1,533	$1,578

PARTNERS_EQUITY_Details

PARTNERS' EQUITY (Details) (USD $)	2 Months Ended	9 Months Ended	2 Months Ended	9 Months Ended	1 Months Ended	2 Months Ended		1 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2014	Sep. 30, 2014	Sep. 30, 2014	Aug. 31, 2014	Sep. 30, 2014	Sep. 30, 2014	Aug. 31, 2014	Aug. 31, 2014
	TC PipeLines GP, Inc.	TC PipeLines GP, Inc.	ATM Equity Issuance	ATM Equity Issuance	ATM Equity Issuance	ATM Equity Issuance	ATM Equity Issuance	ATM Equity Issuance	ATM Equity Issuance
	General Partner	General Partner			Limited Partners	Limited Partners	General Partner	Maximum	Minimum
					Institution			Expected	Limited Partners
								Limited Partners	Institution
Partners' Equity	'	'	'	'	'	'	'	'	'
Number of financial institutions	'	'	'	'	5	'	'	'	'
Gross proceeds from sale of common units	'	'	'	'	'	'	'	$200	'
Number of managers to agree with equity sale method	'	'	'	'	'	'	'	'	1
Units sold	'	'	'	'	'	1.3	'	'	'
Net proceeds from equity issuance	'	'	73	73	'	'	1	'	'
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest	2.00%	2.00%	'	'	'	'	'	'	'
Sales agent commissions	'	'	'	'	'	$1	'	'	'

NET_INCOME_PER_COMMON_UNIT_Det

NET INCOME PER COMMON UNIT (Details) (TC PipeLines GP, Inc., General Partner)	2 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014
TC PipeLines GP, Inc. | General Partner	'	'
Partners' Equity	'	'
General partner interest (as a percent)	2.00%	2.00%

NET_INCOME_PER_COMMON_UNIT_Det1

NET INCOME PER COMMON UNIT (Details 2) (USD $)	3 Months Ended		9 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Earnings Per Unit [Abstract]	'	'	'	'
Net income attributable to controlling interests, including GTN and Bison's former parent	'	'	'	$114	[1]
Net income attributed to GTN and Bison's former parent	'	'	'	-26
Net income attributable to controlling interests	31	37	125	88	[1],[2]
Net income allocated to General Partner, including incentive distribution rights	-1	-1	-3	-2	[1]
Net income allocable to common units	$30	$36	$122	$86	[1],[2]
Weighted average common units outstanding (millions) - basic (in units)	62.6	62.3	62.4	57.8	[1]
Weighted average common units outstanding (millions) - diluted (in units)	62.6	62.3	62.4	57.8	[1]
Net income per common unit - basic (in dollars per unit)	$0.48	$0.58	$1.96	$1.50	[1],[2]
Net income per common unit - diluted (in dollars per unit)	$0.48	$0.58	$1.96	$1.50	[1],[2]
[1]	Recast as discussed in Note 2.
[2]	Recast as discussed in Note 7.

NET_INCOME_PER_COMMON_UNIT_Det2

NET INCOME PER COMMON UNIT (Details 3) (USD $)	3 Months Ended		9 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Revised net income per common unit	'	'	'	'
Net income allocable to common units	$30	$36	$122	$86	[1],[2]
Net income per common unit - basic (in dollars per unit)	$0.48	$0.58	$1.96	$1.50	[1],[2]
Net income per common unit - diluted (in dollars per unit)	$0.48	$0.58	$1.96	$1.50	[1],[2]
As previously presented	'	'	'	'
Revised net income per common unit	'	'	'	'
Net income allocable to common units	'	'	'	112
Net income per common unit - basic (in dollars per unit)	'	'	'	$1.94
Net income per common unit - diluted (in dollars per unit)	'	'	'	$1.94
Adjustment	'	'	'	'
Revised net income per common unit	'	'	'	'
Net income allocable to common units	'	'	'	($26)
Net income per common unit - basic (in dollars per unit)	'	'	'	($0.44)
Net income per common unit - diluted (in dollars per unit)	'	'	'	($0.44)
[1]	Recast as discussed in Note 2.
[2]	Recast as discussed in Note 7.

CASH_DISTRIBUTIONS_Details

CASH DISTRIBUTIONS (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, except Per Share data, unless otherwise specified	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
CASH DISTRIBUTIONS	'	'	'	'
Cash distributions (in dollars per unit)	$0.84	$0.81	$2.46	$2.37
Cash distributions	$54	$52	$157	$137	[1]
General Partner	'	'	'	'
Incentive distributions	'	'	'	'
Incentive distributions	$0	$0	$0	$0
[1]	Recast as discussed in Note 2.

CHANGE_IN_OPERATING_WORKING_CA2

CHANGE IN OPERATING WORKING CAPITAL (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2014		Sep. 30, 2013
CHANGE IN OPERATING WORKING CAPITAL	'		'
Change in accounts receivable and other	$5		$5	[1]
Change in accounts payable and accrued liabilities	10		-2	[1]
Change in accounts payable to affiliates	13	[2]	-2	[1],[2]
Change in accrued interest	8		10	[1]
Change in operating working capital	$36		$11	[1]
[1]	Recast as discussed in Note 2.
[2]	Excludes Carty Lateral accrual of $25 million at December 31, 2013.

CHANGE_IN_OPERATING_WORKING_CA3

CHANGE IN OPERATING WORKING CAPITAL (Details 2) (GTN, Former parent, TransCanada subsidiaries, Transaction between entities under common control, Accounts payable to affiliates, USD $)	Dec. 31, 2013
In Millions, unless otherwise specified
GTN | Former parent, TransCanada subsidiaries | Transaction between entities under common control | Accounts payable to affiliates	'
Acquisition	'
Accrued additional consideration for Carty Lateral	$25

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details) (USD $)

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Apr. 11, 2014

Dec. 31, 2013

In Millions, unless otherwise specified

General Partner

General Partner

General Partner

General Partner

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

TransCanada's subsidiaries

GTN

GTN

GTN

Reimbursement of costs of services provided

Reimbursement of costs of services provided

Reimbursement of costs of services provided

Reimbursement of costs of services provided

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Northern Border

Northern Border

Northern Border

Northern Border

Northern Border

Northern Border

GTN

GTN

GTN

GTN

GTN

GTN

Bison

Bison

Bison

Bison

Bison

North Baja Pipeline, LLC

North Baja Pipeline, LLC

North Baja Pipeline, LLC

North Baja Pipeline, LLC

North Baja Pipeline, LLC

North Baja Pipeline, LLC

Tuscarora Gas Transmission Company

Tuscarora Gas Transmission Company

Tuscarora Gas Transmission Company

Tuscarora Gas Transmission Company

Tuscarora Gas Transmission Company

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Great Lakes

Northern Border

Northern Border

Northern Border

Northern Border

Former parent, TransCanada subsidiaries

Former parent, TransCanada subsidiaries

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Transportation contracts

Transportation contracts

Transportation contracts

Transportation contracts

Transportation contracts

Affiliated rental revenue

Affiliated rental revenue

Affiliated rental revenue

Affiliated rental revenue

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Capital and operating costs

Transaction between entities under common control

Transaction between entities under common control

Accounts payable to affiliates

Capital and operating costs charged to the pipeline systems and amount payable

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Costs charged

'

'

$1

$1

$2

$3

'

'

$7

$7

$22

$23

'

'

'

'

'

'

'

'

'

'

'

$9

$7

$26

$21

'

'

$8

$7

$21

$21

'

$2

$1

$4

$4

'

'

$1

$1

$3

$3

'

$1

$1

$3

$3

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Impact on the Partnership's net income attributable to controlling interests

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

5

5

14

14

'

1

1

3

3

'

'

1

1

3

3

'

1

1

3

3

'

'

'

'

3

3

10

10

4

3

11

10

'

'

'

Accounts payable to affiliates

17

29

'

'

'

'

13

3

'

'

'

'

'

'

'

'

'

'

'

'

'

12

3

'

'

'

'

11

3

'

'

'

'

1

'

'

'

'

1

1

'

'

'

'

1

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Percentage of capital and operating costs charged

'

'

'

'

'

'

'

'

100.00%

100.00%

100.00%

100.00%

'

'

'

'

'

'

'

'

'

'

'

100.00%

100.00%

100.00%

100.00%

'

'

100.00%

100.00%

100.00%

100.00%

'

100.00%

100.00%

100.00%

100.00%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Revenues from related party

'

'

'

'

'

'

'

'

'

'

'

'

13

14

48

49

'

0

1

1

1

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Percentage of revenues from TransCanada and its affiliates to total revenues

'

'

'

'

'

'

'

'

'

'

'

'

46.00%

54.00%

46.00%

54.00%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Revenue from TransCanada and its affiliates included in the Partnership's equity earnings

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

6

7

23

23

'

'

'

'

'

'

'

'

'

'

'

Amount included in receivables from related party

'

'

'

'

'

'

'

'

'

'

'

'

7

'

7

'

11

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Accrued additional consideration

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

25

Payment with respect to the Carty Lateral consideration

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$25

$25

'

FAIR_VALUE_MEASUREMENTS_Detail

FAIR VALUE MEASUREMENTS (Details) (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
4.65% Senior Notes due 2021	'	'
Financial Instruments	'	'
Stated interest rate (as a percent)	4.65%	4.65%
5.09% Unsecured Senior Notes due 2015	'	'
Financial Instruments	'	'
Stated interest rate (as a percent)	5.09%	5.09%
5.29% Unsecured Senior Notes due 2020	'	'
Financial Instruments	'	'
Stated interest rate (as a percent)	5.29%	5.29%
5.69% Unsecured Senior Notes due 2035	'	'
Financial Instruments	'	'
Stated interest rate (as a percent)	5.69%	5.69%
3.82% Series D Senior Notes due 2017	'	'
Financial Instruments	'	'
Stated interest rate (as a percent)	3.82%	3.82%
Carrying Value	'	'
Financial Instruments	'	'
Long-term debt	1,533	1,578
Carrying Value | Senior Credit Facility due 2017	'	'
Financial Instruments	'	'
Long-term debt	335	380
Carrying Value | Term Loan Facility due 2018	'	'
Financial Instruments	'	'
Long-term debt	500	500
Carrying Value | 4.65% Senior Notes due 2021	'	'
Financial Instruments	'	'
Long-term debt	349	349
Carrying Value | 5.09% Unsecured Senior Notes due 2015	'	'
Financial Instruments	'	'
Long-term debt	75	75
Carrying Value | 5.29% Unsecured Senior Notes due 2020	'	'
Financial Instruments	'	'
Long-term debt	100	100
Carrying Value | 5.69% Unsecured Senior Notes due 2035	'	'
Financial Instruments	'	'
Long-term debt	150	150
Carrying Value | 3.82% Series D Senior Notes due 2017	'	'
Financial Instruments	'	'
Long-term debt	24	24
Fair Value | Level 2	'	'
Financial Instruments	'	'
Long-term debt	1,583	1,597
Fair Value | Level 2 | Senior Credit Facility due 2017	'	'
Financial Instruments	'	'
Long-term debt	335	380
Fair Value | Level 2 | Term Loan Facility due 2018	'	'
Financial Instruments	'	'
Long-term debt	500	500
Fair Value | Level 2 | 4.65% Senior Notes due 2021	'	'
Financial Instruments	'	'
Long-term debt	368	353
Fair Value | Level 2 | 5.09% Unsecured Senior Notes due 2015	'	'
Financial Instruments	'	'
Long-term debt	77	79
Fair Value | Level 2 | 5.29% Unsecured Senior Notes due 2020	'	'
Financial Instruments	'	'
Long-term debt	111	106
Fair Value | Level 2 | 5.69% Unsecured Senior Notes due 2035	'	'
Financial Instruments	'	'
Long-term debt	167	154
Fair Value | Level 2 | 3.82% Series D Senior Notes due 2017	'	'
Financial Instruments	'	'
Long-term debt	25	25

FAIR_VALUE_MEASUREMENTS_Detail1

FAIR VALUE MEASUREMENTS (Details 2) (USD $)

9 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

In Millions, unless otherwise specified

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Dec. 31, 2013

Interest rate swaps from September 3, 2013 through July 1, 2018

Interest rate swaps

Interest rate swaps

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Hedges of cash flows

Designated as hedge

Designated as hedge

Term Loan Facility due 2018

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Interest rate swaps

Financial charges and other

Financial charges and other

Financial charges and other

Financial charges and other

Interest rate derivatives

'

'

'

'

'

'

'

'

'

'

'

'

'

Amount of variable-rate debt hedged

$150

'

'

'

'

'

'

'

'

'

'

'

'

Date of maturity

1-Jul-18

'

'

'

'

'

'

'

'

'

'

'

'

Weighted average fixed interest rate (as a percent)

2.79%

'

'

'

'

'

'

'

'

'

'

'

'

Fair value of derivatives, gross

'

'

'

'

'

'

'

'

'

'

'

1

0

Fair value of derivatives, net

'

'

'

'

'

'

'

'

'

'

'

1

0

Amount recorded in net income related to ineffectiveness for interest rate hedges

'

0

0

'

'

'

'

'

'

'

'

'

'

Change in fair value of interest rate derivative instruments recognized in other comprehensive income

'

'

'

0

1

1

1

'

'

'

'

'

'

Net realized loss related to the interest rate swaps

'

'

'

'

'

'

'

$1

$0

$2

$0

'

'

ACCOUNTS_RECEIVABLE_AND_OTHER_1

ACCOUNTS RECEIVABLE AND OTHER (Details) (USD $)	Sep. 30, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
ACCOUNTS RECEIVABLE AND OTHER	'	'
Trade accounts receivable, net of allowance of nil	$27	$33
Other	4	4
Accounts receivable and other	31	37
Trade accounts receivable, allowance	$0	$0

SUBSEQUENT_EVENTS_Details

SUBSEQUENT EVENTS (Details) (USD $)

9 Months Ended

9 Months Ended

0 Months Ended

0 Months Ended

In Millions, except Per Share data, unless otherwise specified

Sep. 30, 2014

Sep. 30, 2014

Sep. 30, 2014

Mar. 31, 2014

Sep. 30, 2014

Jul. 02, 2013

Oct. 23, 2014

Nov. 03, 2014

Oct. 14, 2014

Oct. 14, 2014

Oct. 01, 2014

Oct. 21, 2014

Oct. 14, 2014

Nov. 03, 2014

Nov. 03, 2014

Oct. 01, 2014

Oct. 01, 2014

Oct. 01, 2014

Oct. 01, 2014

Northern Border

Great Lakes

Great Lakes

GTN

Bison

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Subsequent event

Former parent, TransCanada subsidiaries

GTN

GTN

Bison

Bison

Distribution declared

Distribution declared

Cash Distribution Paid

Cash Distribution Paid

Short-Term Loan Facility

Short-Term Loan Facility

Bison

Bison

Transaction between entities under common control

Expected

Northern Border

Great Lakes

Northern Border

Great Lakes

LIBOR

Former parent, TransCanada subsidiaries

Former parent, TransCanada subsidiaries

Expected

Expected

Transaction between entities under common control

Transaction between entities under common control

Acquisition

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Business Acquisition, Percentage of Voting Interests Acquired

'

'

'

'

'

45.00%

'

'

'

'

'

'

'

'

'

'

'

'

30.00%

Purchase price

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$215

'

Short-term financing

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Amount borrowed

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

170

'

'

Term of borrowing

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'364 days

'

'

'

Distributions

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Cash distribution (in dollars per unit)

'

'

'

'

'

'

$0.84

'

'

'

'

'

'

'

'

'

'

'

'

Distribution declared

'

'

'

'

'

'

'

'

26

16

'

'

'

'

'

'

'

'

'

Ownership interest (as a percent)

'

'

'

'

70.00%

70.00%

'

'

'

'

100.00%

'

'

'

'

'

'

'

'

Distribution received by Partnership

'

'

'

'

'

'

'

18

'

'

'

'

'

'

'

'

'

'

'

Partnership distribution

199

'

'

'

'

'

'

'

'

'

'

38

8

'

'

'

'

'

'

Ownership interest (as a percent)

'

50.00%

46.45%

46.45%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Partnership's share of distributions

'

'

'

'

'

'

'

'

'

'

'

'

'

$19

$4

'

'

'

'