News Release

Pembina Pipeline plans to invest $240 million in new capital in 2010

(All financial figures are approximate and in Canadian dollars unless otherwise noted.)

CALGARY, Feb. 4 /CNW/ - Pembina Pipeline Corporation ("Pembina"), a wholly-owned subsidiary of Pembina Pipeline Income Fund (TSX: PIF.UN, PIF.DB.B) (the "Fund") announced today a capital spending plan for 2010 of $240 million that places a priority on expanding its Oil Sands & Heavy Oil business.

"Our growth plan is on track and the investments we plan to make this year are aimed at generating long-term value for our investors without compromising our financial position," said Bob Michaleski, President and Chief Executive Officer. "This growth will generate new sources of revenue for Pembina by enhancing our integrated business model and by broadening the services we provide to customers."

Approximately $152 million, or about 60 percent of Pembina's 2010 capital budget, is allocated for the construction of the Nipisi and Mitsue Pipeline projects. The two projects, which support Pembina's Oil Sands & Heavy Oil business strategy, were initiated in response to industry demand for diluted heavy oil take-away from and diluent supply to, the region north of the Town of Slave Lake, Alberta.

Regulatory decisions relating to the projects are currently anticipated by September 2010 and construction will begin as soon as practical once approvals have been granted. Approximately 80 percent of the project engineering is complete and Pembina is on schedule to complete the projects in mid-2011. The two pipelines, estimated to cost $440 million combined, remain on budget and to date the company has entered into procurement agreements that have generated certainty for about 60 percent of the cost estimate. As of December 31, 2009, Pembina has spent approximately $76 million on the projects.

In addition to spending on the Nipisi and Mitsue Pipelines, Pembina's capital spending plans for 2010 include investing approximately $46 million in revenue generating projects within its Conventional Pipelines business, primarily to increase capacity at certain sites and improve the operational performance and integrity of its Peace, Drayton Valley and Western systems. Pembina's Midstream & Marketing business is expected to invest approximately $35 million on projects designed to expand terminals, storage facilities and gas processing facilities. The remainder of the 2010 capital budget supports various projects across Pembina.

Pembina continues to examine other investment opportunities which, pending approval of the Board of Directors, could increase the 2010 capital expenditure budget.

The 2010 capital expenditure plan will be financed through undrawn credit facilities, Pembina's Premium Distribution and Distribution Reinvestment Plan and cash flow from operating activities. Pembina's business model is expected to deliver a growing portion of cash flow derived from operating activities where returns are primarily investment driven and independent of commodity prices or capacity utilization.

"Delivering growth is just one priority for Pembina," said Michaleski. "As always, in 2010 we'll be equally focused on achieving good customer service and operational excellence across all our existing businesses. Safe, reliable and environmentally responsible operations drive down costs and provide the financial backbone for this period of expansion."

Pembina's growth strategy supports its plan to maintain current cash distributions of $1.56 per unit per year to investors through 2013 (see "Forward-Looking Statements and Information"). Pembina plans on converting to a corporation in 2010 and expects to maintain this cash distribution as a dividend once the new structure is approved by its Board of Directors, investors and regulators.

In 2009, Pembina's capital expenditures (unaudited) totaled approximately $424 million and were allocated as follows: Nipisi/Mitsue Pipeline projects approximately $69 million; Conventional Pipelines approximately $28 million; Oil Sands & Heavy Oil approximately $13 million; Midstream & Marketing approximately $314 million (this includes the investment to acquire the Cutbank Complex gas gathering and processing facility).

Pembina Pipeline Corporation, a wholly-owned subsidiary of Pembina Pipeline Income Fund, transports crude oil and natural gas liquids produced in Western Canada, owns and operates oil sands pipelines and has a growing presence in midstream and gas services.

Forward-Looking Statements and Information

This document contains certain forward-looking statements and information that are based on Pembina's current expectations, estimates, projections and assumptions in light of its experience and its perception of historical trends. In some cases, forward-looking statements and information can be identified by terminology such as "plan", "expand", "expect", "will", "to be", "estimate", "target", "schedule", "generate" and similar expressions suggesting future events or future performance.

In particular, this document contains forward-looking statements and information, including certain financial outlook, pertaining to, without limitation, the following: Pembina's corporate strategy, including the proposed conversion of Pembina to a corporate form in 2010; the ability of Pembina to maintain its current level of cash distributions to its equity holders both prior to and after conversion through 2013 (in the form of dividends after conversion); the proposed construction of the Nipisi and Mitsue Pipelines; the ongoing utilization and expansions of and additions to Pembina's business and asset base, growth and growth potential; expectations regarding future demand for oil sands transportation services; expectations regarding supply and demand factors and pricing for oil and natural gas; potential revenue and cash flow enhancement; and future cash flows, maintenance and operating margins. These forward-looking statements and information are being made by Pembina based on certain assumptions that Pembina has made in respect thereof as at the date of this document including those discussed below.

With respect to forward-looking statements and information contained in this document, Pembina has made assumptions regarding, among other things: ongoing utilization and future expansion, development, growth and performance of the Fund's business and asset base; future demand for oil sands transportation services; future levels of oil and natural gas development in proximity to Pembina's pipelines and other assets (which could be affected by, among other things, possible changes to applicable royalty and tax regimes); the amount of future liabilities related to environmental incidents; the availability of coverage under Pembina's insurance policies (including in respect of Pembina's business interruption insurance policy); future acquisitions, growth and growth potential in Pembina's Conventional Pipelines, Oil Sands & Heavy Oil and Midstream & Marketing operations; potential revenue and cash flow enhancement; future cash flows; maintenance of operating margins; additional throughput potential on additional connections and other initiatives on the Conventional Pipelines systems; expected project start-up and construction dates; future distributions, payout ratios and taxation of distributions; future financing capability and sources; negative credit rating adjustments; and the expansion of Midstream & Marketing services.

Although the Fund believes the expectations and material factors and assumptions reflected in these forward-looking statements and information are reasonable as of the date hereof, there can be no assurance that these expectations, factors and assumptions will prove to be correct. Readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements and information.

None of the forward-looking statements described above are guarantees of future performance and are subject to a number of known and unknown risks and uncertainties, including, but not limited to: the impact of competitive entities and pricing; reliance on key industry partners, alliances and agreements; the strength and operations of the oil and natural gas production industry and related commodity prices; the continuation or completion of third party projects; regulatory environment and inability to obtain required regulatory approvals (including in respect of the Mitsue and Nipisi pipelines and related facilities); tax laws and treatment; fluctuations in operating results; lower than anticipated results of operations and accretion from the Fund's business initiatives; reduced amounts of cash available for distributions to Unitholders; the ability of Pembina to raise sufficient capital (or to raise capital on favourable terms) to complete future projects and satisfy future commitments, including the construction of the Nipisi and Mitsue Pipelines and related facilities; construction costs of the Mitsue and Nipisi Pipelines and related facilities, construction delays; labour and material shortages; and certain other risks detailed from time to time in the Fund's public disclosure documents available at Readers are cautioned that this list of risk factors should not be construed as exhaustive.

The forward-looking statements and information contained in this document speak only as of the date of this document. The Fund does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements and information contained in this document are expressly qualified by this cautionary statement.

For further information: Glenys Hermanutz, Vice President, Corporate Affairs, Pembina Pipeline Corporation, (403) 231-7500, 1-888-428-3222, e-mail: [email protected]