EXHIBIT 3

                          TransCanada PipeLines Limited
                                EARNINGS COVERAGE
                                  JUNE 30, 2003

     The following financial ratios have been calculated on a consolidated basis
for the 12 month period ended June 30, 2003 and are based on unaudited financial
information. The financial ratios have been calculated based on financial
information prepared in accordance with Canadian generally accepted accounting
principles. The following ratios have been prepared based on net income:



                                                          JUNE 30, 2003
                                                          -------------
                                                       
Earnings coverage on long-term debt(1).............         2.58 times

Earnings coverage on long-term debt and
First Preferred Shares(1)..........................         2.48 times



(1)  The above ratios have been calculated without including the annual carrying
     charges relating to the equity component of TransCanada's outstanding
     preferred securities. If the equity component of the preferred securities
     were classified as debt, the entire carrying charges of the preferred
     securities would be included in interest expense. If these annual carrying
     charges had been included in the calculations, the earnings coverage on
     long-term debt would have been 2.44 times for the 12 month period ended
     June 30, 2003 and the earnings coverage on long-term debt and First
     Preferred Shares would have been 2.35 times for the 12 month period ended
     June 30, 2003.