SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Arensdorf John R.

(Last)

(First)

(Middle)

5400 WESTHEIMER COURT

(Street)

HOUSTON

77056

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/08/2010

3. Issuer Name and Ticker or Trading Symbol
Spectra Energy Corp. [ SE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Communications Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	17,785	D⁽⁴⁾
Common Stock	192	I	By Wife

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Phantom Shares Esp	⁽³⁾	⁽²⁾	Common Stock	1,647.7932	⁽¹⁾	I	By Trustee Executive Savings Plan
Employee Stock Option (Right to Buy)	12/20/2000	12/20/2010	Common Stock	2,100	$36.86	D
Employee Stock Option (Right to Buy)	12/19/2001	12/19/2011	Common Stock	2,800	$32.44	D
Employee Stock Option (Right to Buy)	01/17/2002	01/17/2012	Common Stock	750	$33	D
Employee Stock Option (Right to Buy)	01/28/2003	01/28/2013	Common Stock	250	$14.37	D
Employee Stock Option (Right to Buy)	02/25/2003	02/25/2013	Common Stock	2,950	$11.86	D
Employee Stock Option (Right to Buy)	02/27/2007	02/25/2017	Common Stock	16,200	$25.64	D
Ltip Phantom Stock Grant Apr 2006	04/04/2007⁽⁵⁾	⁽²⁾	Common Stock	690	⁽¹⁾	D
Ltip Phantom Stock Grant Feb 2008	02/26/2009⁽⁶⁾	⁽²⁾	Common Stock	2,500	⁽¹⁾	D
Performance Shares Grant Feb 2008	02/26/2011⁽⁷⁾	⁽²⁾	Common Stock	2,600	⁽¹⁾	D
Ltip Phantom Stock Grant Feb 2009	02/24/2012⁽⁷⁾	⁽²⁾	Common Stock	8,300	⁽¹⁾	D
Performance Shares Feb 2009	02/24/2012⁽⁷⁾	⁽²⁾	Common Stock	8,800	⁽¹⁾	D
Ltip Phantom Stock Grant	02/23/2013⁽⁷⁾	⁽²⁾	Common Stock	6,100	⁽¹⁾	D
Performance Shares	02/23/2013⁽⁷⁾	⁽²⁾	Common Stock	6,500	⁽¹⁾	D

Explanation of Responses:

1. Converts to Common Stock on a 1-for-1 basis

2. Expiration date not applicable.

3. Payment upon termination of employment or occurence of other events as specified in the Spectra Energy Corp Executive Savings Plan, subject to holding periods required by law.

4. Includes 10,304 held by Trustee, Retirement Savings Plan.

5. The Phantom Shares vest in 5 annual installments beginning April 2007.

6. The phantom shares vest in 3 annual installments beginning February 2009.

7. Grant Cliff vests 3 years from date of Grant.

	/s/Beverly J . Fite as Attorney-in-Fact for John R. Arensdorf	06/18/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.